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'A part of your daily life'

34TH
ANNUAL
REPORT
SUSTAINABILITY GROWTH INNOVATION
2022-23
Chairman’s Message
We are witnessing an era of transformational change in
the packaging industry driven by both regulations and
consumer preferences and the pace of change is
accelerating rapidly. Sustainability and e-commerce are
the megatrends shaping this era that will provide
opportunities on one hand and lead to uncertainties on
the other. It will be important for innovative products to
be more sustainable and less expensive, and packaging
companies will have to consider incorporating new
materials, recycled content, and new substrates, into
their portfolios.

As extended producer responsibility (EPR) and tax


pressures make non-sustainable packaging more
problematic, we expect recycling, reuse, refilling, and
Dear Valued Shareholders, biodegradation to gain further traction.

I am delighted to present to you our 34th Annual I am confident that our focus on sustainability,
Report for the Financial Year (FY) 2022-23. distributed global manufacturing strategy, vertical
integration, customer centricity, execution capabilities,
The year witnessed major macroeconomic factors that investments in research and development, and product
shaped the global economy—higher interest rates innovation will enable us to successfully navigate these
coupled with tightening liquidity, high commodity changes and deliver year-on-year profitable growth.
prices following the Russia-Ukraine conflict, high
energy and food prices in Europe, and global During the year, your Company commissioned a BOPET
supply-chain disruptions, amongst others. film plant and a CPP film plant at Dharwad, Karnataka,
with a capacity of 45,000 MT per annum and 18,000 MT
Although these economic challenges impacted the per annum respectively, and a CPP film plant at Dubai
overall demand, your Company emerged resilient, and with a capacity of 18,000 MT per annum. In addition,
I am grateful to our customers, partners, employees, your Company set up a PCR line in Mexico to reprocess
and other stakeholders for their relentless post-consumer PET bottles and manufacture polyester
collaboration to make this happen. (PCR) chips.

Your Company’s financial performance, Your Company continues its focus on backward
industry trends, and expansion plans integration for BOPET films by setting up
In FY23, your Company was able to steer through the polycondensation plants in Egypt and in Panipat, India,
challenges of unpredictable market conditions to produce polyester chips that are used to manufacture
effectively and achieved the highest-ever consolidated BOPET film, flexible packaging materials, and pet
net revenue of INR 14,784 crore backed by the bottles. This will ensure consistent availability of quality
highest-ever packaging (flexible and aseptic) sales raw materials at reasonable prices that will help improve
volume at 1,37,682 MT. margins.

Annual Report FY 2022-23


Chairman’s Message
Last year, your Company’s aseptic packaging business From the way we allocate capital toward recycling
achieved significant growth and expanded its Sanand, facilities, and how we manage our operations to reduce
Gujarat, manufacturing facility capacity to 7 billion greenhouse gas (GHG) emissions, to our supply chain
packs per annum. and community partnerships, our business decisions
have always been aligned with our sustainability vision
We remain bullish on our flexible packaging business, and goals.
and our holography and chemicals businesses
continue to gather momentum. Continuing the momentum on our sustainability
journey, your Company is in the process of
Research and Development commissioning a Multi-Layered Plastic (MLP) recycling
As a company, we have always invested in R&D to facility in Poland.
develop products and solutions for the future. Across
all our business lines, we work with our customers to Our talent management, employee engagement,
understand their products, consumer expectations, learning and development initiatives, CSR activities,
and packaging needs and invest in the latest environmental initiatives, and ethical corporate
technologies to deliver on their packaging and brand governance are focused on fulfilling our environmental,
goals. social, and governance (ESG) responsibilities.

In FY23, we applied for several patents and were I would like to thank each member of the UFlex family
awarded two patents for our innovative research for their active support and trust in our abilities to
methodologies in packaging films and our inks and deliver on our promise. You continue to motivate us to
adhesives business. unleash our potential for the next phase of our growth.

ESG and Sustainability Sincerely,


As an integral part of our corporate strategy, we have
always aligned our sustainability agenda with our Ashok Chaturvedi
business and technological transitions and Chairman and Managing Director
organizational growth. Today, our business approach
includes a holistic, sustainable strategy aimed at
providing long-term value for our stakeholders.

Annual Report FY 2022-23


UFlex at a Glance
Presence in
10,000+
150 countries global workforce

Serving 9 Global manufacturing


5 continents locations

Packaging Flexible Aseptic Liquid


Films Business Packaging Business Packaging Business

Our
Businesses Engineering
Business

Chemicals Printing Holography


Business Cylinders Business Business

Annual Report FY 2022-23


Expansion and Growth

1985
Started Engineering
Business

2005
1st International
BOPET Film line in Dubai

2007
Flexible Packaging
plant in Jammu
1986
Printing Cylinders
2004
Holography Business
Business

2009
BOPET Film
line in Mexico
1989 2003
Company went public (IPO) First CPP Packaging Films
Added Flexible Packaging line commissioned in
Business Noida, India

1994 1996
1st BOPET Film line 1st BOPP Films line
Launched Chemicals in Noida, India
Business
in Noida, India

Annual Report FY 2022-23


Expansion and Growth

2017 2020
BOPET Film line in Russia
Aseptic Packaging
and expanded in Poland (BOPET Line 2)
line in Sanand, Gujarat with
3.5 billion packs per annum

2021
Film lines
in Hungary (BOPP),
2013 Nigeria (BOPET) &
BOPET Film line in Egypt (BOPP Line 2)
Kentucky, USA

2022
CPP line in
Dharwad, Karnataka
2012
BOPET Film line
in Poland

2023
BOPET line in
Dharwad, Karnataka
CPP line in the UAE
PCR line in Mexico
2011
Added a BOPET &
2010 CPP Film line in Egypt
BOPP Film
line in Egypt
Goal
Installed Capacity of 1 Million TPA
for Films Business

Annual Report FY 2022-23


Business Highlights FY23
Standalone
Revenue EBITDA Profit After Tax Total Sales Volume
`6,817 cr `762 cr `244 cr 2,31,757 MT
19% YoY 12% YoY 10% YoY 11% YoY

Consolidated
Revenue EBITDA Profit After Tax Total Sales Volume
`14,784 cr `2,068 cr `480.76 cr 5,87,118 MT
11% YoY 9% YoY 56% YoY 2% YoY

BOPET Line commissioned in Dharwad CPP Line commissioned in Dharwad CPP Line commissioned in the UAE

45,000 MTPA 18,000 MTPA 18,000 MTPA

Global footprint

5
6 8

4 2
3 1
9

Manufacturing facilities Planned expansion


1. India (Noida, Jammu, 6. USA Expansion in existing facilities
Sanand & Dharwad) 7. Russia Mexico, Egypt, Poland
2. UAE 8. Hungary
3. Mexico 9. Nigeria New manufacturing facility
4. Egypt India (Panipat)
5. Poland

Annual Report FY 2022-23


Sustainability
Building Circularity in Multi-Layered Plastics Packaging

Mr. Ashok Chaturvedi, CMD, UFlex Limited, releases report on Recyclability of Multi-Layer mixed Plastics (MLP) at an
industry event on sustainable packaging


Multi-layered mixed plastics are 100% recyclable and a great business opportunity for entrepreneurs around the
world. UFlex has recycled more than half a million tons of Multi-Layer mixed Plastic Waste (MLP) to date and has
successfully demonstrated circularity in plastics for close to three decades.


UFlex runs an advanced injection molding facility at its Noida facility to manufacture decorative, functional, and
engineering parts, household, and office products, and hundreds of other articles with recycled granules.

Household articles made out of MLP recycled waste at UFLex’s recycling facility

Annual Report FY 2022-23


Awards & Accolades
‘Outstanding Work in Circularity Award’ in Large UFlex Chemicals Business won a FICCI Chemicals &
Enterprises at the Indian Circular Economy Forum ACE Petrochemicals Award 2022 for Efficiency
Award 2022 for its sustainability-driven initiatives that in Water Use
help create a circular economy
Won nine awards in the SIES SOP Star Awards
Best Employer Brand Award in the Global Best for packaging excellence in development,
Employer Brands 2023 segment at the World innovation, creativity, and sustainability
HRD Congress 2023, presented by Times Ascent
Won 18 awards in IFCA Star Awards 2022 for
‘Best Organization in HR Practices’ at the National
global recognition and excellence in
Management Summit 2022 organized by Top
innovation and creativity
Rankers Management Club
The only packaging manufacturer to be
Silver Award for Technical Innovation at the
featured amongst the top 200 BusinessWorld
Flexible Packaging Achievement Awards 2023,
India's Most Sustainable Companies 2021
organized by the FPA, for our F-UHB-M Ultra High
Barrier & High Metal Bond Metallized Polyester Film
The UFlex chemicals business division has been
for aluminum foil replacement
conferred a ‘Certificate of Appreciation’ award by
Won five awards in the IIP’s National IndiaStar and the National Safety Council of India Safety Awards for
PacMachine 2022 Awards for Excellence in Packaging appreciable achievement in occupational safety and health

R&D, Patents, and Certifications


• The UFlex Packaging Films Business has been granted a • The UFlex Packaging films business has been awarded
patent for its innovative research methodology to IMS Certification (ISO 9001:2015, ISO 14001:2015, ISO
develop Thermoplastic Films Having Asymmetric 45001:2018) and Energy Management Certification
Properties (Patent No.: 425294). (ISO 50001: 2018).
• The UFlex Chemicals Business has been awarded a • The Chemicals business was acknowledged with a
patent for its innovative research methodology to ‘Certificate of Special Recognition’ by CII for its
develop Solvent free pigmented adhesive and a process Environment, Health & Safety Practices at the Northern
for its preparation’ (Patent No 406417) Region EHS Competition.

Annual Report FY 2022-23


Corporate Information
Board of Directors

Ashok Chaturvedi Jagmohan Mongia Paresh Nath Sharma


Chairman and Managing Director Whole Time Director and President Independent Director
Packaging Films Business (India),
UFlex Limited

Sujit Kumar Varma Ghyanendra Nath Bajpai Rashmi Verma


Independent Director Independent Director Independent Woman Director

Audit Committee Corporate Social Responsibility


1. Mr. Paresh Nath Sharma - Chairman Committee
2. Mr. Jagmohan Mongia 1. Mr. Jagmohan Mongia - Chairman
3. Mr. Sujit Kumar Varma 2. Mr. Paresh Nath Sharma
4. Mrs. Rashmi Verma 3. Mrs. Rashmi Verma

Nomination and Remuneration Stakeholders' Relationship


Committee Committee
1. Mr. Paresh Nath Sharma - Chairman 1. Mr. Paresh Nath Sharma - Chairman
2. Mr. Sujit Kumar Varma 2. Mr. Jagmohan Mongia
3. Mrs. Rashmi Verma 3. Mr. Ghyanendra Nath Bajpai

Risk Management Committee


1. Mr. Paresh Nath Sharma – Chairman
2. Mr. Jagmohan Mongia
3. Mr. Sujit Kumar Varma

Annual Report FY 2022-23


Corporate Information
Key Management

Anantshree Chaturvedi Apoorvshree Chaturvedi Rajesh Bhatia Chandan Chattaraj


Vice Chairman and CEO Director - EU Operations Group President (F&A) and CFO President - Human Resources
Flex Films International and Sustainability UFlex Limited (India and Global)
UFlex Groupp UFlex Limited

Dinesh Jain Anant Pal Singh P. L. Sirsamkar Ritesh Chaudhry


President - Legal and President - Group Coordination President - Technical and New Product Sr. Vice President – Secretarial
Corporate Affairs and Marketing Development (Packaging Films Business) and Company Secretary
UFlex Limited UFlex Limited UFlex Limited UFlex Limited

Leadership Team - India

Ashwani K
K. Sharma Ajay Tandon Rajesh Bhasin Jeevaraj Pillai
President and CEO - Aseptic Liquid President - Engineering Business Jt. President - Chemicals Business Jt. President - Flexible Packaging
Packaging Business and New Product Development UFlex Limited Business and New Product Development
UFlex Limited UFlex Limited UFlex Limited

Amit Shah Yogesh Kapur Parwez Izhar


Jt. President and CMO - Flexible Exec. Vice President - Holography Business Sr. Vice President - Printing
Packaging Business UFlex Limited Cylinders Business
UFlex Limited UFlex Limited

Annual Report FY 2022-23


Corporate Information
Leadership Team - Global

Sanjay
S j Tiku
Tik Om
O Prakash
P k h Mishra
Mi h Sundeep
S d Saksena
S k Avinash
A i h Kumar
K
Business Head Business Head Business Head Business Head
Flex Films, Egypt Flex Films, Mexico Flex Films, Poland and Hungary Flex Films, UAE

JJunaid
id Kh
Khan Vijay Yadav
Vij Y d S
Suhas
h M More
General Director Business Head Business Head
Flex Films, Russia Flex Films, USA Flex Films, Nigeria

AUDITORS

Statutory Auditors
M/s MSKA & Associates M/s Vijay Sehgal & Co.
Office No. 1501 - 1508, The Palm Springs Plaza, 100, New Rajdhani Enclave
Sector 54, Golf Course Road, Gurgaon, Delhi – 110 092
Haryana, 122001

Cost Auditors Secretarial Auditors


M/s Jitender, Navneet & Co. M/s Mahesh Gupta & Co.
Cost Accountants 110, Wadhwa Complex
2-D, OCS Apartments, D 288/10, Laxmi Nagar, Delhi-110 092
Mayur Vihar Phase-I, Delhi - 110 091

REGISTERED OFFICE CORPORATE OFFICE

305, Third Floor, Bhanot Corner, Pamposh Enclave, A - 107-108, Sector - IV,
Greater Kailash - I, New Delhi -110 048 Noida - 201 301 (U.P.)
Ph. Nos.: 91-11-26440917, 91-11-26440925 Phone No.: 91-120-4012345
Fax No.: 91-11-26216922
E-mail: secretarial@uflexltd.com

Annual Report FY 2022-23


Corporate Information
SUBSIDIARY/JV COMPANIES

• UFlex Packaging Inc., USA • Flex Films Europa Korlatolt Feleossegu Tarsasag, Hungary
• Flex Films (USA) Inc., Kentucky, USA • Flex Specialty Chemicals (Egypt) S.A.E., Egypt
• UFlex Europe Limited, UK • Flex Foils Bangladesh Private Limited, Bangladesh
• Flex Middle East FZE, UAE • Flex Pet (Egypt) S.A.E., Egypt
• Flex P. Films (Egypt) S.A.E., Egypt • Plasticfix Europa Spolka Z Organiczona
Odpowiedzialnoscia, Poland
• Flex Films Europa Sp.zo.o., Poland
• Flex Americas Brasil Ltda, Brazil
• UPET Holdings Ltd., Mauritius (w.e.f. April 04, 2023)
• UPET (Singapore) Pte. Ltd., Singapore • UFlex Woven Bags, S.A. DE C.V., Mexico
• Flex Americas S.A. de C.V., Mexico (w.e.f. April 26, 2023)
• Flex Films Africa Private Limited, Nigeria • USC Holograms Pvt. Ltd., India
• LLC Flex Chemicals Private Limited, Russia • Digicyl Pte. Ltd, Singapore
• Flex Films Rus, LLC, Russia • Digicyl Limited, Israel

BANKERS

UFlex Ltd., India Flex Americas S.A. de C.V., Mexico


• Canara Bank • BBVA Bancomer, Mexico
• Punjab National Bank
Flex P. Films (Egypt) S.A.E., Egypt
• State Bank of India
• QNB Alahli, Egypt
• Bank of India • ADIB, Egypt
• Indian Bank • Banque Misr, Egypt
• The Jammu & Kashmir Bank Limited • Commercial International Bank, Egypt
• Union Bank of India • Emirates NBD, Egypt
• Karnataka Bank Limited • National Bank of Egypt, Egypt
• RBL Bank Limited • Attijariwafa, Egypt
• Bandhan Bank Limited
Flex Films Europa Sp.zo.o. Poland
• UCO Bank • PKO Bank, Polski S.A. Poland
• The South Indian Bank Limited
Flex Films (USA) Inc., Kentucky, USA
• CTBC Bank Co. Limited
• JP Morgan Chase Bank N.A., USA
• Woori Bank
• Qatar National Bank (Q.P.S.C) Flex Films Europa Korlátolt Felelosségu Társaság,
• Indian Overseas Bank Hungary
• PKO Bank Polski, S.A. Poland
• Bank of Bahrain & Kuwait
• Bank of Maharashtra Flex Film Rus LLC Russia
• KB Kookmin Bank • Unicredit Bank, Prechistenskaya, Moscow
• Punjab & Sind Bank • Alfa Bank, Moscow
• OLB Bank, Germany Flex Films Africa Private Limited, Nigeria
Flex Middle East FZE, Dubai • Oldenburgische Landesbank AG, Germany
• Commercial Bank of Dubai, Dubai • First Bank of Nigeria, Lagos, Nigeria
• Habib Bank AG Zurich, Dubai • Union Bank, Lagos, Nigeria

Annual Report FY 2022-23


Corporate Information
WORKS

India Egypt
• A-1, Sector-60, Noida (U.P.) R 2 Plot No. 3, Engineering Square, North Extension of
• A-2, A2A, Sector-60, Noida (U.P.) Industrial Zones, 6th of October City, Arab Republic of Egypt

• C-3-4, 5-8, 17-18, Sector 57, Noida (U.P.) Poland


• C-175, Sector – 10, Noida (U.P.) 62-300 Wrzesnia, ul. Gen. Wladyslawa
• D-1-2, 15-16, Sector - 59, Noida (U.P.) Sikorskiego 48, Poland
• Unit-I, Lane No. 3, Phase-I, USA
SIDCO Industrial Complex, Bari Brahmana, Jammu
1221, North Black Branch Road,
• Unit-II, Lane No. 2, Phase-I, Elizabethtown, KY 42701
SIDCO Industrial Complex, Bari Brahmana, Jammu
• Unit-III, Lane No. 3, Phase-I, Hungary
SIDCO Industrial Complex, Bari Brahmana, Jammu Flex Films Europa Kft., 2651 Rétság,
• SM8 + SM10, Sanand, Gujarat Ipari Park - 7, Hungary
• Plot No. 20, Mummigati Industrial Area, Dharwad, Russia
Karnataka
Shmatovo village, Industrialnaya Str., Estate 4, building 1,
Dubai Stupino, Moscow region, Russian Federation
P.O. Box No. 17930, Near Round Jebel Ali Free Zone Area, Nigeria
Dubai, United Arab Emirates
Plan No. IJC 354(OG), Within 1 Km Corridor Acquisition,
Mexico Along Lagos/Ibadan Expressway, Ogere, Ikenne, Local
Government Area, Ogun State, Nigeria
Boulevard De Los Rios, #5680 Zona Puerto Industrial,
C.P. 89603 Altamira, Tamaulipas, Mexico

REGISTRAR AND SHARE TRANSFER AGENT

Beetal Financial & Computer Services Pvt. Ltd.


Beetal House, 3rd Floor, 99, Madangir, Behind Local Shopping Centre
Near Dada Harsukh Dass Mandir, New Delhi - 110062
Phone No.: 011-29961281-83
Fax No.: 011 - 29961284
E-mail: beetal@beetalfinancial.com

OTHER PROMINENT OFFICES

Mumbai
Unit No. 402, IVth Floor, Naman Center, Block-G, Bandra Kurla Complex, Plot No. C-31, Bandra, Mumbai-400051

Kolkata
A-16, FMC Fortuna, 234/3A (2nd Floor), Acharya Jagdish Chandra Bose Road, Kolkata - 700 020

Bengaluru
443, 2nd Floor, 7th Block, Koramangala, Bengaluru - 560 095

Annual Report FY 2022-23


Table of Contents

STATUTORY REPORTS
Directors’ Report 01

Secretarial Audit Report 07

Corporate Social Responsibility (CSR) Report 10

Report on Corporate Governance 13

Management Discussion & Analysis 34

Business Responsibility & Sustainability Report 60

FINANCIAL STATEMENTS

Independent Auditors’ Report 99 Auditors’ Report on Consolidated Financial 158


Statements
Balance Sheet 111 Consolidated Balance Sheet 167

Statement of Profit & Loss 112 Consolidated Statement of Profit & Loss 168

Statement of Changes in Equity 113 Consolidated Statement of 169


Changes in Equity
Cash Flow Statement 114 Consolidated Cash Flow Statement 170

Notes on the Financial Statements 116 Notes on the Consolidated Financial 172
Statements

Disclaimer:
In this Annual Report, we have disclosed forward-looking information to enable investors to comprehend our
prospects and take informed investment decisions. This report may contain forward-looking statements that set out
anticipated results based on the management’s plans and assumptions. We have tried, wherever possible, to identify
such statements by using words such as ‘anticipate’, ‘estimate’, ‘expects’, ‘projects’, ‘intends’, ‘plans’, ‘believes’, and
words of similar substance in connection with any discussion of future performance. We cannot guarantee that these
forward looking statements will be realized, although we believe we have been prudent in our assumptions. The
achievement of results is subject to risks, uncertainties and even inaccurate assumptions. Should known or unknown risks
or uncertainties materialize, or should underlying assumptions prove inaccurate, actual results could vary materially
from those anticipated, estimated or projected. Readers should bear this in mind. We undertake no obligation to
publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

UFLEX Limited
CIN: L74899DL1988PLC032166
Directors’ Report
To the Members, crore as against total income of Rs. 5720.59 crore and net
profit of Rs. 222.33 crore during the previous financial
Your Directors have the pleasure of presenting 34th Annual
year ended 31st March, 2022.
Report together with the Standalone & Consolidated
Audited Financial Statements of the Company for the The Details of financial performance of all subsidiaries
Financial Year ended 31st March, 2023. and associates are contained in Note No.53 of the Notes
to Accounts to the Consolidated Financial Statements.
Financial Results
The summarized financial results for the year ended 31st Transfer of Unclaimed Dividend to Authority
March, 2023 and for the previous year ended 31st March, An amount of Rs 17,33,009/- (Rupees Seventeen Lac
2022 are as follows: Thirty Three Thousand Nine only) was transferred to
Investor Education and Protection Fund (IEPF) during
[Rs. in Crores]
the year under review.
Consolidated Year Standalone Year
Ended Ended Transfer of Unclaimed Shares to Authority
2023 2022 2023 2022
Revenue from 14662.51 13127.13 6778.89 5673.78 As per the Provision of Section 124(6) of the Companies
Operations Act, 2013 read with Investor Education and Protection
Other Income 129.42 108.98 38.12 46.81 Fund Authority (Accounting, Audit, Transfer and Refund)
Share in Profit / (Loss) of -4.99 4.30 -- -- Rules, 2016 as amended from time to time, the Company
Associate for the Year
has transferred 21,407 (Twenty One Thousand Four
Share in (Loss) of Joint -2.46 -3.62 -- --
Venture for the Year Hundred Seven Only) Equity Shares on which Dividend
Total Income 14784.48 13236.79 6817.01 5720.59 was not paid/claimed for more than seven years, to the
Profit before Finance 1878.50 2279.98 761.75 679.66 Investor Education and Protection Fund (IEPF) during
Cost, Depreciation & the year under review.
Tax
Finance Cost 473.43 322.46 182.57 155.03 Dividend
Depreciation 599.03 537.12 262.06 253.21
Profit before Exceptional 806.04 1420.40 317.12 271.42 Your Directors are pleased to recommend a dividend @
Items and Tax Rs. 3.00 per share for the financial year ended 31st March
Exceptional Items -149.99 -38.10 -- -- 2023 after considering future needs of the company for
Profit before Tax and 656.05 1382.30 317.12 271.42 growth.
after Exceptional Items
Less: Tax Expenses 175.29 282.88 73.40 49.09 The dividend, if approved at the forthcoming Annual
Profit for the year 480.76 1099.42 243.72 222.33 General Meeting will be paid to the Members whose
before Non-controlling names appear in the Register of Members as on Friday, 4th
Interest
August, 2023. In respect of shares held in dematerialized
Non-Controlling Interest -0.07 -1.17 -- --
form, it will be paid to those Members whose names are
Profit for the year 480.69 1098.26 243.72 222.33
Total Other 350.57 57.85 -1.08 1.53
furnished by National Securities Depository Limited and
Comprehensive Income Central Depository Services (India) Limited as beneficial
for the Year owner.
Total Comprehensive 831.26 1156.11 242.64 223.86
Income for the Year Change in Nature of Business
During the year under review, your Company has There is no change in the nature of business of the
achieved consolidated total income and net profit of Company.
Rs. 14784.48 crore and Rs. 480.69 crore respectively as Share Capital
against total income and net profit of Rs. 13236.79 crore
The paid-up equity share capital outstanding as on 31st
and Rs. 1098.26 crore respectively during the previous
March, 2023 was Rs. 72.21 Crore. During the year under
financial year ended 31st March, 2022.
review, the Company has neither issued Shares with
Further, your Company has achieved standalone total Differential Voting Rights nor granted Stock Options nor
income of Rs. 6817.01 crore and net profit of Rs. 243.72 Sweat Equity.

34th Annual Report 2022 - 2023 1


As on 31st March, 2023 none of the Directors of the w.e.f. 26th May, 2023 on the Board of the Company for
Company held any Equity Shares except Shri Ashok a term of 3 consecutive years ending on 25th May, 2026.
Chaturvedi, Chairman & Managing Director and Shri Further, Smt. Indu Liberhan (DIN:03341420) & Shri
Jagmohan Mongia, Whole-time Director, who held Pradeep Narendra Poddar (DIN:00025199) ceased to
5,02,533 (Five Lac Two Thousand Five Hundred Thirty be Director of the Company respectively w.e.f. closing
Three) & 1 (one) Equity Shares respectively of the business hours of 27th May, 2023 and 29th May, 2023 on
Company. account of completion of their respective second term(s)
as an Independent Director of the Company. The Board
Fixed Deposits
of Directors placed on record their appreciations for
The company neither had any fixed deposits outstanding the valuable contribution made by Smt. Indu Liberhan
as on 31st March 2023 nor fresh/renewal of deposits were (DIN:03341420) & Shri Pradeep Narendra Poddar
accepted during the financial year 2022-2023. There (DIN:00025199) during their respective terms as the
were no unclaimed deposits as on 31st March, 2023. Director of the Company.
Directors and Key Managerial Personnel All Independent Directors of your Company have given
declarations confirming that they meet the criteria
None of the directors of the company are disqualified
of Independence as prescribed both under the Act
under the provisions of the Companies Act, 2013 (‘Act’)
and Securities and Exchange Board of India (Listing
or under the SEBI (Listing Obligations and Disclosure
Obligations and Disclosure Requirements) Regulations,
Requirements) Regulations, 2015.
2015.
During the year, the Nomination of Shri Alok Sabharwal
(DIN : 02144568) as Nominee-Director of the Company Relationship Between Directors Inter-Se
was withdrawn by IFCI Limited w.e.f. 31st October, 2022. None of the Directors are related to each other within the
Further, Shri Tara Sankar Bhattacharya (DIN : 00157305) meaning of the term “relative” as per Section 2(77) of the
ceased to be Director of the Company w.e.f. closing Companies Act, 2013.
business hours of 13th February, 2023 on account of Directors’ Responsibility Statement
completion of his second term as Independent Director(s)
On the basis of representations received from the
of the company. The Board of Directors placed on record
Executives of the Company, subject to disclosures in the
their appreciations for the valuable contribution made
Annual Accounts and also on the basis of the discussion
by Shri Alok Sabharwal (DIN : 02144568) and Shri Tara
with the Statutory Auditors/Internal Auditors of the
Sankar Bhattacharya (DIN : 00157305), during their
Company from time to time, your Directors make the
respective terms as the Director of the Company.
following statements in terms of Section 134(3)(c) of the
Further, Shri Sujit Kumar Varma (DIN: 09075212) was Companies Act, 2013:
appointed as an Additional Director (Independent) of a. that in the preparation of the annual accounts for
the Company w.e.f. 14th February, 2023 for a term of 3 the year ended 31st March, 2023, the applicable
consecutive years ending on 13th February, 2026. His accounting standards have been followed along with
appointment(s) was approved by the Members of the proper explanation relating to material departures,
Company through Postal Ballot on 17th April, 2023. if any;
Further, the Shareholders of the company also by way of b. that the Company has selected such accounting
Special Resolution passed through Postal Ballot on 17th policies and applied them consistently and made
April, 2023 appointed Shri Ghyanendra Nath Bajpai (DIN: judgments and estimates that are reasonable and
00946138) as an Independent Director of the Company for prudent so as to give a true and fair view of the state
a term of 3 consecutive years ending on 16th April, 2026. of affairs of the Company as at 31st March, 2023 and
of the Profit of the Company for the year ended on
Your Directors welcome Shri Sujit Kumar Varma
that date;
(DIN: 09075212) & Shri Ghyanendra Nath Bajpai (DIN:
00946138) on the Board of the Company. c. that proper and sufficient care has been taken for
the maintenance of adequate accounting records
Further, the Board of Directors vide its Circular Resolution in accordance with the provisions of the Companies
dated 25th May, 2023 has approved the appointment of Act, 2013 for safeguarding the assets of the Company
Smt. Rashmi Verma (DIN: 01993918) as an Additional and for preventing and detecting fraud and other
Director (Independent, Non-Executive, Woman Director) irregularities;

2 UFLEX Limited
CIN: L74899DL1988PLC032166
d. that the annual accounts have been prepared on a Secretarial Auditors
going concern basis; The Board has re-appointed M/s Mahesh Gupta & Co.,
e. that proper Internal Financial Controls were in place Practicing Company Secretaries, Delhi as Secretarial
and that the financial controls were adequate and Auditor for Financial Year 2023-24 pursuant to the
were operating effectively. provisions of Section 204 of the Companies Act, 2013.
f. that systems to ensure compliance with the The Report of the Secretarial Auditor is annexed to the
provisions of all applicable laws were in place and Report as per ANNEXURE – ‘A’.
were adequate and operating effectively.
Subsidiary Companies
The Company’s Internal Auditors conducted periodic
audits to provide reasonable assurance that the Flex Middle East FZE, UAE, UFlex Europe Limited, UK,
Company’s established policies and procedures are UFlex Packaging Inc., USA, UPET Holdings Limited,
followed. The Audit Committee constituted by the Board Mauritius, LLC Flex Chemicals Private Limited, Russia,
reviewed the internal controls and financial reporting and USC Holograms Pvt. Ltd., India are Subsidiary
issues with Internal Auditors and Statutory Auditors. Companies u/s 2(87) of the Companies Act, 2013.

Statutory Audit & Auditors Further, Flex Americas S.A. De C.V., Mexico , Flex P. Films
(Egypt) S.A.E, Arab Republic of Egypt, Flex Films (USA)
During the year, M/s. Vijay Sehgal & Co., Chartered
Inc. , USA, Flex Films Europa Sp. Zo.o., Poland, UPET
Accountants, Delhi (Firm Registration No.000374N) was
(Singapore) Pte. Limited, Singapore, Flex Films Africa
appointed as Joint Statutory Auditors of the Company,
Private Limited, Nigeria, Flex Films Rus, LLC, Russia,
to hold office from the conclusion of the 33rd Annual
Flex Specialty Chemicals (Egypt) S.A.E., Egypt, Flex
General Meeting until the conclusion of the 38th Annual
Foils Bangladesh Private Limited, Bangladesh, Flex
General Meeting of the Company to be held in year 2027.
Films Europa Korlatolt Feleossegu Tarsasag, Hungary,
The Report given by M/s. M S K A & Associates, Chartered Flex Pet (Egypt) S.A.E., Egypt (w.e.f. 21st November,
Accountants (Firm Registration Number – 105047W) & 2022), and Plasticfix Europa Spolka Z Organiczona
M/s. Vijay Sehgal & Co., Chartered Accountants, Delhi Odpowiedzialnoscia, Poland (w.e.f. 14th October, 2022)
(Firm Registration No.000374N), Statutory Auditor(s) on are step-down subsidiaries of the Company. Digicyl Pte.
the financial statement of the Company for the year 2022- Limited, Singapore and Digicyl Limited, Israel are JV of
23 is part of the Annual Report. There is no qualification, the Company. Further, Flex Americas Brasil Ltda, Brazil
reservation or adverse remark or disclaimer in their (w.e.f. 4th April, 2023) and Uflex Woven Bags, S.A. DE C.V.,
Report. Mexico (w.e.f. 26th April, 2023) has been incorporated as
During the year under review, the Auditors had not step-down subsidiaries.
reported any matter under section 143(12) of the Act, In accordance with the General Circular issued by the
therefore, no details are required to be disclosed in the Ministry of Corporate Affairs, Government of India,
Board Report. the Balance Sheet, Profit and Loss Account and other
The Report of the Auditors on the financial statements documents of the subsidiary companies are not being
including relevant notes on the accounts for the Financial attached with the Balance Sheet of the Company. The
Year ended 31st March, 2023 are self-explanatory and Company will make available the Annual Accounts
therefore, do not call for any further comments. of the subsidiary companies and the related detailed
information to any member of the Company, who may be
Cost Auditors interested in obtaining the same. The annual accounts
As per the requirements of the Section 148 of the Act of the subsidiary companies will also be kept open for
read with the Companies (Cost Records and Audit) Rules, inspection at the Registered Office of the Company. The
2014 as amended from time to time, your Company is Consolidated Financial Statements presented by the
required to maintain cost records and accordingly, such Company include the financial results of its Subsidiary
accounts are made and records maintained every year. Companies & Associate Companies.
The Board of Directors of your Company has re-appointed Financial position of each of the Subsidiaries is provided
M/s. Jitender, Navneet & Co., Delhi, Cost Accountants in a separate statement attached to the Financial
(Firm Registration No.00119) as Cost Auditors of the Statement pursuant to first proviso to Section 129(3) of
Company for the financial year 2023-2024. the Companies Act, 2013.

34th Annual Report 2022 - 2023 3


Consolidated Financial Statements section 135(6) of the Companies Act, 2013 for meeting
The Consolidated Financial Statements of the CSR activities for ongoing projects. As the Company has
Company are prepared in accordance with relevant transferred Rs.37.04 Lacs in excess against the qualifying
Indian Accounting Standards issued by the Institute of amount of Rs.190.96 Lacs, which was to be transferred
Chartered Accountants of India and forms an integral to unspent CSR Account. The said Rs. 37.04 Lacs shall be
part of this Report. available for set-off in subsequent years.

Pursuant to Section 129(3) of the Companies Act, 2013 Corporate Governance


read with Rule 5 of the Companies (Accounts) Rules, 2014, Your Company has taken adequate steps to ensure
a statement containing salient features of the financial compliance with the provisions of Corporate Governance
statements of Subsidiaries/Associate Companies/Joint as prescribed under SEBI (Listing Obligations and
Ventures is given at note No. 53 of the Consolidated Disclosure Requirements) Regulations, 2015 with the
Financial Statements in Form AOC-1 and thus forms an Stock Exchanges.
integral part of this Report.
A separate Report on Corporate Governance along
Corporate Social Responsibility with Report on Management Discussion and Analysis is
In accordance with the requirements of Section 135 of enclosed as part of this Report as ANNEXURE - ‘C’ & ‘D’
Companies Act, 2013, your Company has a Corporate and forms an Integral Part of this Report.
Social Responsibility (CSR) Committee during the year,
Disclosure under Companies Act, 2013
which comprised Smt. Indu Liberhan (DIN: 03341420),
Chairperson, Shri Jagmohan Mongia (DIN: 09051022) (i) Annual Return
and Shri Paresh Nath Sharma (DIN : 00023625), Member. The Draft Annual Return of the Company as on 31st
Consequent upon cessation of Smt. Indu Liberhan (DIN: March, 2023 is available on the Company’s website
03341420) from the Directorship of the Company upon and can be accessed at https://www.uflexltd.
completion of her second term as Independent Director, com/pdf/Extract-Annual-Return/UFLEX-Annual-
she ceased to be the Chairperson of the Corporate Return-2022-2023.pdf.
Social Responsibility (CSR) Committee. Accordingly, the (ii) Meetings
Committee has been reconstituted which now comprises
During the year, Four Board Meetings and Four Audit
of Shri Jagmohan Mongia (DIN: 09051022), Chairman,
Committee Meetings were convened and held. The
Shri Paresh Nath Sharma (DIN : 00023625) and Smt.
details of meetings held are given in Corporate
Rashmi Verma (DIN: 01993918), Member. The terms of
Governance Report appended hereto.
reference of the Corporate Social Responsibility (CSR)
Committee is provided in the Corporate Governance (iii) Composition of Audit Committee
Report. Your Company has also formulated a Corporate The Board has constituted an Audit Committee,
Social Responsibility Policy (CSR Policy) which is which comprised Smt. Indu Liberhan
available on the website of the Company at https://www. (DIN:03341420) as the Chairperson, Shri Jagmohan
uflexltd.com/pdf/Policies/Uflex-CSR-Policy.pdf. Mongia (DIN: 09051022), Shri Pradeep Narendra
Poddar (DIN: 00025199) and Shri Paresh Nath
The Annual report on CSR activities and initiatives taken
Sharma (DIN : 00023625) as the Members as on
as required under the Companies (Corporate Social
31.03.2023. Shri Tara Sankar Bhattacharya (DIN :
Responsibility Policy) Rules, 2014 has been appended as
00157305) ceased to be Director of the Company
ANNEXURE –‘B’ and forms integral part of this Report.
w.e.f. closing business hours of 13th February,
The Company considers social responsibility as an 2023. Consequent upon cessation of Directorship
integral part of its business activities and endeavors to of Smt. Indu Liberhan (DIN: 03341420), upon
utilize allocable CSR budget for the benefit of the society completion of her second term as Independent
and environment. During the Financial Year 2022- Director, she ceased to be the Chairperson of the
2023, the Company was to undertake CSR Activities of Audit Committee. Accordingly, the Committee
an amount of Rs 525.37 Lacs. However, the Company has been reconstituted and now comprises of Shri
spent an amount of Rs. 334.41 Lacs during the year and Paresh Nath Sharma (DIN : 00023625) Chairman,
an amount of Rs. 228.00 Lacs was transferred to CSR Shri Jagmohan Mongia (DIN: 09051022), Shri Sujit
unspent account with Schedule Bank within 30 days Kumar Varma (DIN: 09075212) and Smt. Rashmi
from the closure of financial year as per provisions of Verma (DIN: 01993918), Member. More details

4 UFLEX Limited
CIN: L74899DL1988PLC032166
about the Committee are given in the Corporate Regulations 2015, the Board has carried out an Annual
Governance Report appended hereto. Performance Evaluation of its own performance and that
of its Committees and all the Directors individually.
(iv) Related Party Transactions
All related party transactions are negotiated on an The evaluation of Non-Independent Directors, Chairman
arm’s-length basis and are in ordinary course of and the Board as a whole was done at a separate meeting
business. Therefore, the Provisions of Section 188(1) by the Independent Directors.
of the Companies Act, 2013 are not applicable. Disclosure Under Sexual Harassment
However, suitable disclosure has been made in the of Women at Workplace (Prevention,
notes to the Financial Statements. Prohibition And Redressal) Act, 2013
The Related Party Transactions Policy as approved Internal Complaints Committee (ICC) has been set
by the Board is uploaded on the Company’s website: up to redress complaints received regarding sexual
www.uflexltd.com at the web-link https://www. harassment. No complaints were received from any
uflexltd.com/pdf/Policies/Uflex-RELATED-PARTY- employee during the financial year 2022-2023 and hence
TRANSACTIONS-POLICY.pdf. no complaint is outstanding as on 31st March, 2023 for
(v) Particulars of Loans, Guarantees and Investments redressal.
Details of Loans, Guarantees and Investments are
given in the accompanying Financial Statements.
Material changes and commitments, if
any, affecting the financial position of the
(vi) There is no proceeding pending under the Insolvency company which have occurred between the
and Bankruptcy Code, 2016 (31 of 2016) during the end of the Financial year of the Company to
year. which the Financial Statements relate and
(vii) There was no instance of one time settlement with the date of the Report
any Bank or Financial Institution. There has been no material change and commitments
Significant and Material Orders passed by occurred, between the end of the financial year of the
the Regulators or Courts Company i.e. 31st March, 2023 and the date of this report
affecting financial position of the Company.
There are no significant and material orders passed by
any Regulator or Court, which would impact the going Compliance with Secretarial Standards on
concern status of the Company and its future operations. Board and Annual General Meetings
Internal Financial Controls The Company has complied with Secretarial Standards
issued by the Institute of Company Secretaries of India
A detailed note has been provided under Management
on Board Meetings and Annual General Meetings.
Discussion and Analysis Report appended hereto.
Risk Management
Vigil Mechanism and Whistle Blower Policy
Risk Management is a very important part of any
Fraud-free and corruption-free work culture has been
business. The Board of Directors of the Company has
at the core of the Company’ functioning. In view of the
constituted a Risk Management Committee to proper
potential risk of fraud and corruption due to rapid growth
implementation and monitoring the Risk Management
and geographical spread of operations, the company has
Plan of the Company. The Committee is responsible for
put even greater emphasis to address this risk.
monitoring and reviewing the Risk Management Plan.
To meet this objective, a Whistle Blower Policy has been Its Composition and Terms of reference are mentioned
laid down. The same policy as approved by the Board in the Corporate Governance Report and a detailed note
is uploaded on the Company’s website www.uflexltd. has been provided under the Management Discussion
com at web-link https://www.uflexltd.com/pdf/Policies/ and Analysis Report, which forms integral part of this
Uflex-Whistle-Blower-Policy.pdf. report.

Board Evaluation Policy on Remuneration


Pursuant to the Provisions of the Companies Act, 2013 The Company has in place Nomination and
and under Securities and Exchange Board of India Remuneration Policy for Directors, Key Management
(Listing Obligations and Disclosure Requirements), Personnel and Senior Management Personnel. The said

34th Annual Report 2022 - 2023 5


Policy is available at www.uflexltd.com (weblink https:// website at https://www.uflexltd.com/pdf/Policies/
www.uflexltd.com/pdf/Policies/Uflex-Nomination- UFLEX_ Dividend_Distribution_Policy.pdf.
Remuneration-Policy.pdf).
Awards
Particulars of Employees Details of Awards and Accolades conferred by reputable
The information required pursuant to Section 197 organizations/ bodies based out of India and Overseas for
read with Rule 5 of The Companies (Appointment and excellence received by your Company & its subsidiaries
Remuneration of Managerial Personnel) Rules, 2014 in are mentioned in Management and Discussion and
respect of employees of the Company will be provided Analysis section of the Annual Report and some of these
upon request. In terms of Section 136 of the Act, the awards & accolades includes:
Report and Accounts are being sent to the Members and
• ‘Outstanding Work in Circularity Award’ in Large
others entitled thereto, excluding the information on
Enterprises at the Indian Circular Economy Forum ACE
employees’ particulars which is available for inspection
Award 2022 for its sustainability-driven initiatives that
by the Members at the Registered Office of the Company
help create a circular economy.
during business hours on working days of the Company
up to the date of the ensuing Annual General Meeting. • Best Employer Brand Award in the Global Best
Members interested in obtaining a copy thereof, may Employer Brands 2023 segment at the World HRD
write to the Company Secretary in this regard. Congress 2023, presented by Times Ascent.

Disclosures pertaining to remuneration and other • ‘Best Organization in HR Practices’ at the National
details as required under Section 197(12) of the Act Management Summit 2022 organized by Top Rankers
read with Rule 5(1) of the Companies (Appointment and Management Club.
Remuneration of Managerial Personnel) Rules, 2014 are • Silver Award - Technical Innovation at the Flexible
provided as per ANNEXURE - ‘E’. Packaging Achievement Awards 2023, organized by
Energy Conservation, Technology Absorption the FPA, for our F-UHB-M Ultra High Barrier & High
and Foreign Exchange Earnings and Outgo Metal Bond Metallized Polyester Film for aluminum
foil replacement.
The information on conservation of energy, technology
absorption and foreign exchange earnings and outgo Further the details of all Awards and Accolades conferred
stipulated under Section 134(3)(m) of the Companies upon the Company are also provided on the Company’s
Act, 2013 read with Rule, 8 of the Companies (Accounts) website at http://www.uflexltd.com/awards.php.
Rules, 2014, is annexed as ANNEXURE - ‘F’.
Personnel
Business Responsibility and Sustainability Personnel relations with all employees remained cordial
Report and harmonious throughout the year. Your Directors
UFLEX’s approach to business is Creating Shared Value wish to place on record their sincere appreciation for the
as used by your Company and it is about the impact of continued, sincere and devoted services rendered by all
the business and engagement through it. Your Company the employees of the Company.
is mindful of the needs of the communities and works to Acknowledgement
make a positive difference and create maximum value
The Directors express their gratitude and thanks to all the
for the society. It has been conducting business in a way
Indian and International Financial Institutions & Banks,
that delivers long-term shareholder value and benefits
Government Authorities both in India & overseas where
society. As stipulated under the Listing Regulations,
company’s operations are carried out, Shareholders,
the Business Responsibility and Sustainability Report
Customers, Suppliers and other Business Associates for
describing the initiatives taken by the Company from
their continued co-operation and patronage.
an environmental, social and governance perspective
is attached in the format prescribed as ANNEXURE – ‘G’ For & On behalf of the Board
and forms integral part of the Annual Report.

Dividend Distribution Policy Ashok Chaturvedi


The Company’s Dividend Distribution Policy, approved Place : NOIDA Chairman & Managing Director
by the Board, may be accessed on its corporate Dated : 30th May, 2023 DIN : 00023452

6 UFLEX Limited
CIN: L74899DL1988PLC032166
ANNEXURE-“A”
FORM NO. MR-3
Secretarial Audit Report for the Financial Year Ended 31st March, 2023
[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014]
To (v) The following Regulations and Guidelines prescribed
under the Securities and Exchange Board of India
The Members
Act, 1992 (‘SEBI Act’):-
UFLEX LIMITED
(CIN: L74899DL1988PLC032166) a) The Securities and Exchange Board of India
305, 3rd Floor, Bhanot Corner, (Substantial Acquisition of Shares and
Pamposh Enclave, Greater Kailash-I, Takeovers) Regulations, 2011
New Delhi-110048
b) The Securities and Exchange Board of India
We have conducted the secretarial audit of the (Prohibition of Insider Trading) Regulations,
compliance of applicable statutory provisions and 2015 and in compliance with the SDD
the adherence to good corporate practices by UFLEX provisions.
LIMITED (hereinafter called “the Company”). Secretarial
c) The Securities and Exchange Board of India
Audit was conducted in a manner that provided us a
(Issue of Capital and Disclosure Requirements)
reasonable basis for evaluating the corporate conducts/
Regulations, 2018– Not Applicable as the
statutory compliances and expressing our opinion
Company did not issue any securities during
thereon.
the financial year under review.
Based on our verification of the Company’s books,
d) The Securities and Exchange Board of India
papers, minute books, forms and returns filed and
(Share Based Employee Benefits and Sweat
other records maintained by the Company and also
Equity) Regulations, 2021 -Not Applicable as
the information provided by the Company, its officers,
the Company has not granted any Options to
agents and authorized representatives during the
its employees during the financial year under
conduct of secretarial audit; we hereby report that in
review.
our opinion, the Company has, during the audit period
covering the financial year ended on 31st March, 2023 e) The Securities and Exchange Board of India (Issue
complied with the statutory provisions listed hereunder and Listing of Debt Securities) Regulations,
and also that the Company has proper Board-processes 2008–Not applicable as the Company has
and compliance-mechanism in place to the extent, in the not issued any debt securities during the
manner and subject to the reporting made hereinafter: financial year under review.

We have examined the books, papers, minute books, f) The Securities and Exchange Board of India
forms and returns filed and other records maintained by (Registrars to an Issue and Share Transfer Agents)
the Company for the financial year ended on 31st March, Regulations, 1993 regarding the Companies Act
2023 according to the provisions of: and dealing with client- Not Applicable as the
Company is not registered as Registrars to an
(i) The Companies Act, 2013 (the Act) and the rules
Issue and Share Transfer Agents during the
made thereunder;
financial year under review.
(ii) The Securities Contracts (Regulation) Act, 1956
g) The Securities and Exchange Board of India
(‘SCRA’) and the rules made thereunder;
(Delisting of Equity Shares) Regulations, 2009-
(iii) The Depositories Act, 1996 and the Regulations and Not Applicable as the Company has not got
Bye-laws framed thereunder; delisted its equity shares from any stock
exchange during the financial year under
(iv) Foreign Exchange Management Act, 1999 and the
review.
rules and regulations made thereunder to the
extent of Foreign Direct Investment, Overseas Direct h) The Securities and Exchange Board of India
Investment and External Commercial Borrowings; (Buyback of Securities) Regulations, 2018- Not

34th Annual Report 2022 - 2023 7


Applicable as the Company has not bought Independent Directors. The changes in the composition
back any of its securities during the financial of the Board of Directors that took place during the
year under review. period under review were carried out in compliance with
the provisions of the Act.
(vi) The management has identified and informed the
following laws as being specifically applicable to the Adequate notice is given to all Directors to schedule the
Company: Board Meetings, agenda and detailed notes on agenda
1. Indian Boilers Act, 1923 and Rules made were sent at least seven days in advance, and a system
thereunder exists for seeking and obtaining further information and
clarifications on the agenda items before the meeting
2. The Petroleum Act, 1934 and Rules and
and for meaningful participation at the meeting.
Regulations made thereunder
3. Hazardous Waste (Management, Handling and All decision at Board Meeting and Committee meetings
Transboundary Movement) Rules, 2016 are carried out unanimously and the views of dissenting
4. Hazardous and Other Wastes (Management and members, if any, are captured and recorded as part of
Transboundary Movement) Rules, 2016 the minutes of Board of Directors or Committees of the
Board, as the case may be.
5. Water (Prevention and Control of Pollution) Act,
1974 and Rules made thereunder We further report that based on the compliance
6. Air (Prevention and Control of Pollution) Act, mechanism established by the Company and on the
1981 and Rules made thereunder basis of the Certificates issued by the Managing Director
7. Environment (Protection) Act, 1986 and Rules and CFO and taken on record by the Board of Directors
made thereunder at their meeting(s), we are of the opinion that the
management has adequate systems and processes in the
8. Legal Metrology Act, 2009 and Rules made
Company commensurate with the size and operations of
thereunder
the Company to monitor and ensure compliance with
9. The Plastic Waste Management Rules, 2016 applicable laws, rules, regulations and guidelines.
10. The E-waste (Management) Rules, 2016
We further report that during the audit period no major
We have also examined compliance with the applicable actions having a bearing on the Company’s affairs in
clauses of the following: pursuance of the above referred laws, rules, regulations,
(i) Secretarial Standards issued by The Institute of guidelines, standards etc. above taken place.
Company Secretaries of India
For Mahesh Gupta and Company
(ii) The Listing Agreement entered into by the Company Company Secretaries
with National Stock Exchange of India Limited and
BSE Limited and SEBI (Listing Obligations and
Mahesh Kumar Gupta
Disclosure Requirements) Regulations, 2015
Proprietor
During the period under review the Company has FCS No.: 2870::C P No.: 1999
complied with the provisions of the Act, Rules, Peer review certificate no. 727/2020
Regulations, Guidelines, Standards etc. as mentioned UDIN: UDIN: F002870E000417262
above and also filed all the required E-Forms / Returns Place : Delhi
with the appropriate authorities from time to time. Date : 30th May, 2023
We further report that, This report is to be read with our letter of even date which
is annexed as ‘Annexure –A-1” and forms an integral
The Board of Directors and the Committees of the part of this report.
Company are duly constituted with proper balance
of Executive Directors, Non-Executive Directors and

8 UFLEX Limited
CIN: L74899DL1988PLC032166
ANNEXURE – “A-1”

To
The Members
UFLEX LIMITED
(CIN: L74899DL1988PLC032166)
305, 3rd Floor, Bhanot Corner,
Pamposh Enclave, Greater Kailash-I,
New Delhi-110048
Our report of even date is to be read along with this letter.
1) Maintenance of secretarial records is the responsibility of the management of the Company. Our responsibility is
to express an opinion on these Secretarial records based on our audit.
2) We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about
the correctness of the contents of the Secretarial records. The verifications were done on test basis to ensure that
correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide
a reasonable basis for our opinion.
3) We have not verified the correctness and appropriateness of financial records and Books of Accounts of the
Company.
4) The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the
responsibility of the management. Our examination was limited to the verification of procedures on test basis.
5) Wherever required, we have obtained the management’s representation about the compliance of laws, rules and
regulations and happening of events etc.
6) The secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficiency
or effectiveness with which the management has conducted the affairs of the Company.

For Mahesh Gupta and Company


Company Secretaries

Mahesh Kumar Gupta


Proprietor
FCS No.: 2870::C P No.: 1999
Peer review certificate no. 727/2020
UDIN: UDIN: F002870E000417262
Place : Delhi
Date : 30th May, 2023

34th Annual Report 2022 - 2023 9


ANNEXURE – “B”
Corporate Social Responsibility (CSR) Report
1 Brief outline on CSR Policy of the UFLEX strives to be a socially responsible Company and strongly
Company believes in development which is beneficial for the society at large. As
a Corporate Citizen receiving various benefits out of society, it is our
co-extensive responsibility to pay back in return to the society in terms
of keeping the environment clean and safe for the society by adhering
to the best industrial practices and adopting best technologies, and
so on. It is the Company’s intent to make a positive contribution to the
society in which the Company lives and operates.
2 Composition of CSR Committee:
Sl. Name of Director Designation / Nature Number of Number of meetings
No. of Directorship meetings of CSR of CSR Committee
Committee held attended during the
during the year year
1. Smt. Indu Liberhan* Chairperson / 2 2
DIN : 03341420 Independent Director
2. Shri Paresh Nath Sharma Member / Independent 2 2
DIN: 00023625 Director

3. Shri Jagmohan Mongia* Member / Executive 2 2


DIN : 09051022 Director
3 Provide the web-links where Composition of CSR committee, https://www.uflexltd.com/pdf/Policies/
CSR Policy and CSR projects approved by the board are disclosed Uflex-CSR-Policy.pdf
on the website of the Company.
4 Provide the executive summary along with web-link(s) of Impact NOT APPLICABLE
Assessment of CSR Projects carried out in pursuance of sub-rule
(3) of rule 8, if applicable.
5 (a) Average net profit of the company as per sub-section (5) of Rs. 26,268.57 Lacs
section 135.
(b) Two per-cent of average net profit of the company as per Rs. 525.37 Lacs
sub-section (5) of Section 135.
(c) Surplus arising out of the CSR Projects or programmes or N.A.
activities of the previous financial years.
(d) Amount required being set-off for the financial year, if any. Nil
(e) Total CSR obligation for the financial year [(b)+(c)-(d)]. Rs. 525.37 Lacs
* Smt. Indu Liberhan (DIN:03341420) ceased to be the Director & Chairperson of the Corporate Social Responsibility (CSR) Committee w.e.f. closing
business hours of 27th May, 2023 on account of completion of her second term as an Independent Director and Shri Jagmohan Mongia (DIN : 09051022)
was appointed as the Chairman of Corporate Social Responsibility (CSR) Committee w.e.f. 30th May, 2023.

6 (a) Amount spent on CSR Projects (both Ongoing Project and other Rs. 334.41 Lacs
than Ongoing Project).
(b) Amount spent in Administrative Overheads. Nil
(c) Amount spent on Impact Assessment, if applicable. N.A.
(d) Total amount spent for the Financial Year [(a)+(b)+(c)]. Rs. 334.41 Lacs

10 UFLEX Limited
CIN: L74899DL1988PLC032166
(e) CSR amount spent or unspent for the Financial Year:
Total Amount Spent for the Amount Unspent (Rs. in Lacs)
Financial Year (Rs. in Lacs)
Total Amount transferred to Amount transferred to any fund
Unspent CSR Account as per specified under Schedule VII as per
sub-section (6) of section 135. second proviso to sub section (5) of
Section 135
Amount Date of transfer Name of Amount Date of
the Fund transfer
334.41 228.00 27-04-2023 N.A.
(f) Excess amount for set-off, if any:
S. Particular Amount (In Rs. Lacs)
No.
(i) Two per-cent of average net profit of the company as per sub- Rs. 525.37
section (5) of section 135
(ii) Total amount spent for the Financial Year Rs. 334.41

*(iii) Total Amount transferred to Unspent CSR Account Rs. 228.00


(iv) Excess amount spent for the Financial Year [(iii)+(ii)-(i)] # Rs. 37.04
(v) Surplus arising out of the CSR projects or programmes or Nil
activities of the previous Financial Years, if any
(vi) Amount available for set off in succeeding Financial Years Rs. 37.04
[(iii)-(iv)]

* Row (iii) is included in the table above as an additional disclosure.


# Represents the excess amount transferred to unspent CSR Account as against the qualifying amount of Rs. 190.96 lacs that was to be transferred
to unspent CSR Account for the financial year 2022-23. Hence, Rs. 37.04 Lacs shall be available for set off in subsequent financial years.

7. Details of Unspent CSR amount for the preceding three financial years:

1 2 3 4 5 6 7 8

Sl. Preceding Amount Balance Amount spent Amount transferred to a Amount Deficiency,
No. Financial transferred to Amount In in the reporting fund as specified under remaining to if any
Year Unspent CSR Unspent CSR Financial Year Schedule VII as per second be spent in
Account under Account under (in Rs.). proviso to sub- section (5) of succeeding
sub section (6) sub section (6) Section 135, if any. Financial
of Section 135 of Section 135 Years
(in Rs.) (in Rs.) Amount Date of (in Rs.)
(in Rs). transfer

1 2021-22 3,56,39000/- 3,56,39000/- 3,56,39,000/- - - - -

2 2020-21 - - - - - - -

3 2019-20 - - - - - - -

34th Annual Report 2022 - 2023 11


8. Whether any capital assets have been created or acquired Yes √
No
through Corporate Social Responsibility amount spent
in the Financial Year:
If Yes, enter the number of Capital assets created/ acquired Not Applicable
Furnish the details relating to such asset(s) so created or Not Applicable
acquired through Corporate Social Responsibility amount
spent in the Financial Year:
Sl. Short particulars of the Pin Code Date of Amount Details of entity/ Authority/
No. property or asset(s) of the creation of CSR beneficiary of the registered owner
[including complete property amount
address and location of the or asset(s) spent
property]
(1) (2) (3) (4) (5) (6)
CSR Name Registered
Registration address
Number, if
applicable
(All the fields should be captured as appearing in the revenue record, flat no, house no, Municipal Office/
Municipal Corporation/ Gram panchayat are to be specified and also the area of the immovable property as well
as boundaries)
9. Specify the reason(s), if the company has failed to spend two per cent of Not Applicable
the average net profit as per sub-section (5) of section 135.

(ASHOK CHATURVEDI) (JAGMOHAN MONGIA)


Chairman & Managing Director Chairman of CSR Committee
DIN: 00023452 DIN: 09051022

Place : Noida
Dated : 30th May, 2023

12 UFLEX Limited
CIN: L74899DL1988PLC032166
ANNEXURE –“C”

Report on Corporate Governance


CORPORATE GOVERNANCE
In compliance with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 as amended from time to time (“the Listing Regulations”), the Company submits the Report on
Corporate Governance followed by the Company.

1. Company’s Philosophy on Code of Governance


UFLEX’s philosophy on Corporate Governance envisages the attainment of the highest level of transparency and
accountability in all facets of its operations and in all its interactions with its stakeholders including shareholders,
employees, the Government and the lenders.
UFLEX believes that all its operations and actions must serve the underlying goal of enhancing overall shareholders’
value over a sustained period of time.

2. Board of Directors
a) Composition & Category of the Board (As on March 31, 2023)
The Board of Directors of the Company comprises of Six Directors, consisting of two Executive Directors (including
Executive Chairman) and four Independent Non-Executive Directors (including one Woman Director). The Board
consists of eminent persons with considerable professional expertise and experience in business and industry,
finance, audit, law, banking and public enterprises. Further, none of the Independent Directors of the Company
serve as an Independent Director in more than Seven Listed Companies and no Independent Director is serving as
a Whole-time Director in any Listed Company. All the Directors have made disclosures regarding their directorships
and memberships on various Committees across all Companies in which they are Directors and Members.
Composition and category of Directors as on 31.03.2023:
Sl. No. Name of Director Designation Category
1. Shri Ashok Chaturvedi Chairman & Managing Director Promoter/Executive Chairman
DIN : 00023452
2. Shri Jagmohan Mongia Whole-time Director Executive Director
DIN : 09051022
3. Shri Paresh Nath Sharma Director Independent, Non-Executive
DIN : 00023625
4. Smt. Indu Liberhan Director Independent, Non-Executive
DIN : 03341420
5. Shri Pradeep Narendra Poddar Director Independent, Non-Executive
DIN : 00025199
6. Shri Sujit Kumar Varma* Director Independent, Non-Executive
DIN: 09075212
(w.e.f. 14th February, 2023)
*Shri Sujit Kumar Varma (DIN: 09075212) was appointed as Director of the Company w.e.f. 14th February, 2023.

Note:
(1) Shri Tara Sankar Bhattacharya (DIN : 00157305) ceased to be Director of the Company w.e.f. closing business
hours of 13th February, 2023.
(2) The Nomination of Shri Alok Sabharwal (DIN : 02144568) as Nominee-Director of the Company was withdrawn
by IFCI Limited w.e.f. 31st October, 2022.

34th Annual Report 2022 - 2023 13


(3) Post 31st March, 2023:
- Shri Ghyanendra Nath Bajpai (DIN: 00946138) has been appointed as an Independent Director of the Company
for a term of 3 consecutive years w.e.f. 17th April, 2023.
- Smt. Rashmi Verma (DIN: 01993918) has been appointed as an Additional Director (Independent, Non-Executive,
Woman Director) for a term of 3 consecutive years w.e.f 26th May, 2023.

b) Board Meetings and Attendance Record of each Director


Four Board Meetings were held during the financial year 2022-2023. The dates on which the meetings were held
are 28.05.2022, 10.08.2022, 14.11.2022 and 14.02.2023.
Attendance of each Director at the Board Meetings, Last Annual General Meeting and number of other Directorship
and Chairmanship/Membership of Committee of each Director in various public companies and the names of the
Listed Entities where the Person is a Director and the Category of Directorship are as follows:
(i) Four Board Meetings were held during the financial year 2022-2023. Attendance of each Director at the Meeting
of the Board of Directors and the Last Annual General Meeting is as follows:

Sl. Name of the Director Attendance Particulars


No. Board Meetings Last AGM
1. Shri Ashok Chaturvedi 4 No
DIN : 00023452
2. Shri Jagmohan Mongia 3 Yes
DIN : 09051022
3. Shri Paresh Nath Sharma 4 Yes
DIN : 00023625
4. Smt. Indu Liberhan 4 Yes
DIN : 03341420
5. Shri Pradeep Narendra Poddar 4 No
DIN : 00025199
6. Shri Sujit Kumar Varma* 1 No
DIN: 09075212
(w.e.f. 14th February, 2023)
7. Shri Tara Sankar Bhattacharya* 3 No
DIN : 00157305
8. Shri Alok Sabharwal* 2 No
DIN : 02144568
*Note:
(1) Shri Sujit Kumar Varma (DIN: 09075212) was appointed as Director of the Company w.e.f. 14th February, 2023.
(2) Shri Tara Sankar Bhattacharya (DIN : 00157305) ceased to be Director of the Company w.e.f. closing business hours of 13th February,
2023.
(3) The Nomination of Shri Alok Sabharwal (DIN : 02144568) as Nominee-Director of the Company was withdrawn by IFCI Limited w.e.f. 31st
October, 2022.

Pursuant to relaxations granted by MCA and SEBI, some of the members, attended the Board Meetings,
through Video Conferencing (VC) / Other Audio-Visual Means (OAVM), during the FY 2022-23. Last AGM was
held through Video Conferencing (VC) / Other Audio-Visual Means (OAVM).
(ii) Directorships and Committee Memberships/Chairmanships in other Public Limited Companies / the names of
the Listed Entities where the Person is a Director and the Category of Directorship as on 31st March, 2023.

14 UFLEX Limited
CIN: L74899DL1988PLC032166
Name of the No. of other Directorship and Names of the other Listed
Director Committee Membership / Chairpersonship Entities where the person is a
Other No of No. of Chairman- director and the category of
Directorship Membership(s) of ship(s) of Board directorship
(in Public Board Committees Committees in
Co.) in other other Companies
Companies (*) (*)
Shri Ashok 1 -- -- 1) Flex Foods Limited,
Chaturvedi (Non-Executive Chairman)
Shri Jagmohan -- -- -- --
Mongia
Shri Paresh Nath 4 7 2 1) Singer India Limited
Sharma (Independent , Non-Executive)

Smt. Indu Liberhan 1 2 1 1) Flex Foods Limited


(Independent, Non-Executive)
Shri Pradeep 4 6 2 1) Welspun India Limited,
Narendra Poddar (Independent, Non-Executive)
2) Polycab India Limited
(Independent, Non-Executive)
3) Tasty Bite Eatables Limited
(Independent, Non-Executive)
Shri Sujit Kumar 7 7 4 1) Prime Securities Limited
Varma^ (Independent, Non-Executive)
(w.e.f. 14th February,
2023)
(*) In accordance with the Listing Regulations, Membership and Chairpersonship of the Audit Committee and Stakeholders’ Relationship Committee
alone in all Public Limited Companies, whether Listed or not, (excluding UFLEX Limited) have been considered. Further, every Director has informed
the Company about the Committee positions he / she occupies in other Companies. Further, no. of membership of Board Committees in other
Companies is inclusive of Chairmanship(s) if any held by the respective Director(s).
(^) Shri Sujit Kumar Varma (DIN: 09075212) was appointed as Director of the Company w.e.f. 14th February, 2023.
Note:
(1) Shri Tara Sankar Bhattacharya (DIN : 00157305) ceased to be Director of the Company w.e.f. closing business hours of 13th February, 2023.
(2) The Nomination of Shri Alok Sabharwal (DIN : 02144568) as Nominee-Director of the Company was withdrawn by IFCI Limited w.e.f. 31st
October, 2022.

c) Disclosure of relationships between directors inter-se;


None of the Directors are related to each other within the meaning of the term ‘relative’ as per section 2(77) of the
Companies Act, 2013.
d) Number of shares and convertible instruments held by Non-Executive Directors:
As on 31st March, 2023, none of the Non-Executive Independent Directors of the Company held shares and
convertible instruments of the Company.
e) Board Procedure
The Board Meetings of the Company are convened by the Company Secretary on the direction of the Chairman.
Sufficient notice in writing is given to all Directors for the Board Meetings and/or other Committee Meetings. All
important matters concerning the working of the Company along with requisite details are placed before the
Board.
f) Information supplied to the Board
The Board has complete access to all information of the Company, including inter-alia, the information to be
placed before the Board of Directors as required under the Listing Regulations.

34th Annual Report 2022 - 2023 15


The important decisions taken at the Board / Board Committee meetings are communicated to the concerned
Departments / Divisions.
g) Skills / Expertise / Competence of the Board of Directors
The Company being a leading Indian multinational engaged in manufacturing, sale and export of flexible
packaging products across the globe, therefore requires skills / expertise not only in flexible packaging business,
but also in areas such as finance, banking, quality, operations, research & development, marketing and logistics.
Shri Ashok Chaturvedi, Company’s Chairman & Managing Director is the Promoter of UFLEX, who has set up
the business himself being the first generation entrepreneur and has in depth knowledge in flexible packaging
business of the company.
The Board of Directors of the Company comprises of highly qualified members, possessing required skills,
expertise and competence in making effective contributions towards the growth of the Company. Leadership,
operational experience, strategic planning, industry experience, research & development, innovation, consumer
insights, marketing, supply chain management and branding are the key core skill / expertise / competence,
in the context of the Company’s business apart from governance, finance, taxation and regulatory affairs
functions. In the opinion of the Board, these skills are available with the Member of the Board of Directors and
the following chart / matrix depicts the aforesaid skills/expertise/competence possessed by the Member of the
Board of Directors of the Company:
Sl. Name of Director(s) Skills / expertise / competence
No.
1. Shri Ashok Chaturvedi Leadership, Business Strategy, Industry Experience specially in
Flexible Packaging Industry, Sales & Marketing, Strategic Planning,
Product Innovation, etc.
2. Shri Jagmohan Mongia Operations, Sales & Marketing, Financial Management & Accounting,
Research & Development (R&D), etc.
3. Shri Paresh Nath Sharma Finance, Audit, Export, Personnel & Administration
4. Smt. Indu Liberhan Finance Management, Banking, Taxation and Capital Markets,
Corporate Governance, etc.
5. Shri Pradeep Narendra Poddar Strategic Planning, Business Operations, Industry Experience, Risk
Management, Consumer insights & Supply Chain Management &
Branding
6. Shri Sujit Kumar Varma^ Finance, Banking, Risk Management and Compliance
(w.e.f. 14th February, 2023)
7. Shri Alok Sabharwal Finance Management, Credit, Merchant Banking, NPA Resolution,
(upto 13th February, 2023) Corporate Advisory, etc.
8. Shri Tara Sankar Bhattacharya Debt & Restructuring Advisory, Banking, etc.
(upto 31st October, 2022)
(^) Shri Sujit Kumar Varma (DIN: 09075212) was appointed as Director of the Company w.e.f. 14th February, 2023.
Note:
(1) Shri Tara Sankar Bhattacharya (DIN : 00157305) ceased to be Director of the Company w.e.f. closing business hours of 13th February, 2023.
(2) The Nomination of Shri Alok Sabharwal (DIN : 02144568) as Nominee-Director of the Company was withdrawn by IFCI Limited w.e.f. 31st
October, 2022.

h) Compliance reports of all laws applicable to the Company


The periodical reports submitted by the Internal Auditors and by the concerned executives of the Company with
regard to compliance of all laws applicable to the Company including steps taken by the Company to rectify
instances of non-compliances, if any, are being reviewed by the Audit Committee and the Board.
i) Compensation or Profit Sharing
No Employee including Key Managerial personnel or director or promoter of the Company has entered into any
agreement for himself or on behalf of any other person, with any shareholder or any other third party with regard

16 UFLEX Limited
CIN: L74899DL1988PLC032166
to compensation or profit sharing in connection with dealings in the securities of the Company.
j) Independent Directors
Independent Directors plays an important role in the governance processes of the Board. They bring their expertise
and experience in the deliberations of the Board. This enriches the decision making process at the Board with
different points of view and experiences and prevents conflict of interest.
The appointment of the Independent Directors is carried out in a structured manner. The Nomination &
Remuneration Committee identifies potential candidates based on certain laid down criteria and takes into
consideration the diversity of the Board. The terms and conditions of appointment of Independent Directors are
available on the website of the Company www.uflexltd.com (weblink: https://www.uflexltd.com/pdf/Policies/
Uflex-terms-conditions-of-appointment-of-independent-directors.pdf).
Confirmation of Independence
The Independent Directors of your Company have confirmed that:
(a) they meet the criteria of Independence as prescribed under Section 149 read with relevant rules of the Act and
Regulation 16 of the Listing Regulations, and
(b) they are not aware of any circumstance or situation, which could impair or impact their ability to discharge
duties with an objective independent judgement and without any external influence.
Further, in the opinion of the Board, the Independent Directors fulfil the conditions prescribed under the Act, the
Listing Regulations and are independent of the management of the Company.
Separate Meetings of Independent Directors
As stipulated the Code of Conduct for Independent Directors under the Companies Act, 2013 and the Listing
Regulations, a separate Meeting of the Independent Directors of the Company was held on 22nd March, 2023 to
review the performance of Non-Independent Directors (including the Chairman) and the Board as whole. The
Independent Directors also assessed the quality, quantity and timeliness of flow of information between the
Company Management and the Boards which is necessary to effectively and reasonably perform and discharge
their duties.
During the year, none of the Independent Directors of the Company had resigned before the expiry of their
respective tenure(s).
k) Familiarization Programme for Independent Directors
The Independent directors of UFLEX are eminent personalities having wide experience in the field of business,
finance, industry, commerce and administration. Their presence on the Board has been advantageous and fruitful
in taking business decisions. The Independent Directors appointed by the Board are given induction and orientation
with respect to the Company’s vision, strategic direction, core values, including ethics, corporate governance
practices, financial matters and business operations by having one-to-one meetings. Independent Directors are
also requested to access the necessary documents / brochures, Annual Reports and internal policies available
at website of the Company www.uflexltd.com to enable them to familiarize with the Company’s procedures and
practices. Periodic presentations are made by Senior Management, Statutory and Internal Auditors at the Board/
Committee meetings on business and performance updates of the Company, global business environment,
business risks and its mitigation strategy, impact of regulatory changes on strategy etc. Updates on relevant
statutory changes encompassing important laws are regularly intimated to the Directors.
Further the company has familiarization programme for Independent Directors with regard to their roles, rights,
responsibilities in the Company nature of the industry in which the Company operates, the business model of
the Company etc. The details of familiarization programme imparted to the Independent directors during the
year are available on the website of the Company (weblink : https://www.uflexltd.com/pdf/Policies/UFlex_FP-
Independent-Directors_22-23.pdf )

34th Annual Report 2022 - 2023 17


3. Audit Committee
As on 31st March, 2023, the Audit Committee comprised of four Members from the Board of Directors viz.,
Smt. Indu Liberhan, Shri Jagmohan Mongia, Shri Paresh Nath Sharma & Shri Pradeep Narendra Poddar. All
the Members of the Audit Committee being Non-Executive and Independent Directors except Shri Jagmohan
Mongia (Executive, Whole-time Director). Further, Shri Tara Sankar Bhattacharya ) ceased to be Member of
the Audit Committee w.e.f. 13th February, 2023. Smt. Indu Liberhan, who was the Chairperson of the Audit
Committee ceased to be the Chairperson w.e.f. 27th May, 2023 consequent upon the completion of her second
term as an Independent Director of the Company and the Committee was reconstituted w.e.f. 28th May, 2023
with the appointment of Shri Paresh Nath Sharma as Chairman of Audit Committee and Shri Sujit Kumar Varma,
Smt. Rashmi Verma and Shri Jagmohan Mongia as member. Majority of the Members of Audit Committee have
accounting and financial management expertise. The Company Secretary of the Company acts as the Secretary
to the Audit Committee.
Smt. Indu Liberhan (Chairperson of Audit Committee) was present in the last Annual General Meeting held on 14th
September, 2022.
The terms of reference, role and power of the Audit Committee as revised and stipulated by the Board of Directors
from time to time are in conformity and in line with the statutory and regulatory requirements as prescribed under
Section 177 of the Companies Act, 2013 and the Listing Regulations.
Details of Meetings and Attendance
During the year, the Audit Committee had met four times on 28.05.2022, 10.08.2022, 14.11.2022 & 14.02.2023. The
attendance of each Committee members is as under:

Name of Member Meetings Attended


Smt. Indu Liberhan 4
Shri Paresh Nath Sharma 4
Shri Jagmohan Mongia 3
Shri Pradeep Narendra Poddar 4
Shri Tara Sankar Bhattacharya 3
Note:
(1) Shri Tara Sankar Bhattacharya (DIN : 00157305) ceased to be Director of the Company w.e.f. closing business hours of 13th February, 2023.

Pursuant to relaxations granted by MCA and SEBI, some of the members attended the Audit Committee Meetings
through Video Conferencing (VC) / Other Audio-Visual Means (OAVM), during the FY 2022-23.
The head of Finance, Internal Auditors and Statutory Auditors are permanent invitees to the Audit Committee
Meetings. Further, representatives from various Divisions / Departments of the Company also attend the meetings
as and when desired by the members of the Committee to answer and clarify questions raised at the Audit
Committee.

4. Nomination and Remuneration Committee


Composition and details of Meetings
As on 31st March, 2023, the Nomination and Remuneration Committee comprised of three Members viz. Smt. Indu
Liberhan (Chairperson), Shri Paresh Nath Sharma and Shri Pradeep Narendra Poddar, with all members of the
Nomination and Remuneration Committee being Non-Executive Independent Directors. Smt. Indu Liberhan,
whose second term as an Independent Director was completed on 27th May, 2023 has ceased to be the Chairperson
of the Nomination and Remuneration Committee and Mr. Pradeep Narendra Poddar, whose second term as
an Independent Director was completed on 29th May, 2023 has ceased to be Member of the Nomination and
Remuneration Committee consequently the Committee was reconstituted w.e.f. 30th May, 2023 with the appointment
of Shri Paresh Nath Sharma as Chairman, Shri Sujit Kumar Varma and Smt. Rashmi Verma, as Member. Smt. Indu

18 UFLEX Limited
CIN: L74899DL1988PLC032166
Liberhan, the then Chairperson of the Nomination and Remuneration Committee was present in the last Annual
General Meeting held on 14th September, 2022. The Company Secretary acts as the Secretary to the Committee.
During the year, the Nomination and Remuneration Committee had met on 14.02.2023. All the Members have
attended the meeting.
Terms of Reference
The terms of reference of the Nomination and Remuneration Committee includes:
a) To identify persons who are qualified to become directors and who may be appointed in the senior
management, recommend to the Board about their appointment and removal and carry out evaluation of
every director’s performance;
b) Formulation of criteria for determining qualifications, positive attributes and independence of the Director
and recommend to the Board a policy, relating to remuneration of the Directors, Key Managerial Personnel
and other employees;
c) Formulation of criteria for evaluation of Independent Directors and the Board of Directors;
d) To evaluate and recommend terms of appointment of the Independent Director, on the basis of the report of
performance evaluation of the Independent Director;
e) Devising a Policy on Board Diversity; and
f) Recommend to the Board, all remuneration, in whatever form, payable to senior management.
Performance Evaluation for Independent Director
The criteria for performance evaluation covers the areas relevant to the functioning as Independent Directors such
as preparation, participation, conduct and effectiveness. The performance evaluation of Independent Directors
was done by the entire Board of Directors and in the evaluation, the directors who were subject to evaluation had
not participated.

5. Remuneration of Directors
Details of Remuneration paid to Managing/Whole-time Directors for the year ended 31.03.2023 are given below:
(Rs. In Lacs)

Name Sitting Salaries, Perquisites Commi- Total Date of Service


Fee Allowances and ssion Appointment/ Term
Employer’s Re-
Contribution to PF Appointment
Shri Ashok Chaturvedi -- 1053.12 27.97 500.00 1581.09 1st February, 5 Years
(Chairman & Managing 2019
Director)
Shri Jagmohan -- 205.98 6.49 -- 212.47 11th February, 5 Years
Mongia 2021
(Whole-time Director)
For any termination, the Company or the Executive Director is required to give notice as per the Policy formulated
by the Company to the other party in this regard..
The company does not have any stock option scheme.
None of the Directors of the Company other than the Chairman & Managing Director and Whole-time Director has
any pecuniary relationship with the Company except to the extent of receipt of sitting fees for meetings of the
Board/Committee(s) of Directors attended by them.
Sitting fees is paid to Non-executive directors for attending each meeting of the Board and Committees thereof.
The criteria for making payment to Non-Executive Directors is available at the Company’s website www.uflexltd.
com (weblink: https://www.uflexltd.com/pdf/Policies/Uflex-criteria-for-making-payment-to-non-executive-
directors.pdf).

34th Annual Report 2022 - 2023 19


Details of sitting fees paid to the Non-Executive Directors during the financial year are as follows:
(Amount in Rs.)

Sl. Name of Directors Board Meetings Committee Total


No. Meetings*
1. Smt. Indu Liberhan 2,00,000 6,50,000 8,50,000
2. Shri Paresh Nath Sharma 2,00,000 10,00,000 12,00,000
3. Shri Alok Sabharwal 1,00,000 -- 1,00,000
Nominee- IFCI Limited
4. Shri Tara Sankar Bhattacharya 1,50,000 1,50,000 3,00,000
5. Shri Pradeep Narendra Poddar 2,00,000 3,00,000 5,00,000
6. Shri Sujit Kumar Varma^ 50,000 50,000 1,00,000
* Includes the sitting fees paid to attend the separate meeting of Independent Directors.
(^) Shri Sujit Kumar Varma (DIN: 09075212) was appointed as Director of the Company w.e.f. 14th February, 2023.

Note:
(1) Shri Tara Sankar Bhattacharya (DIN : 00157305) ceased to be Director of the Company w.e.f. closing business hours of 13th February, 2023.
(2) The Nomination of Shri Alok Sabharwal (DIN : 02144568) as Nominee-Director of the Company was withdrawn by IFCI Limited w.e.f. 31st
October, 2022.

6. Stakeholders’ Relationship Committee


As on 31st March, 2023, the Stakeholders’ Relationship Committee comprised of three Members viz. Shri Paresh
Nath Sharma (Chairman), Shri Jagmohan Mongia and Smt. Indu Liberhan.
The Committee, inter-alia, approves issue of duplicate certificates, oversees and reviews all matters connected
with the securities transfer(s) / transmission(s). The Committee also looks into redressal of shareholders’/
investors’ complaints. The Committee oversees the performance of the Registrar and Share Transfer Agent and
recommends measures for overall improvement in the quality of investor services.
In order to expedite the process of share transfers / transmission, the Committee has nominated a Sub-Committee
of two officers, who normally attend to the transfer and other related matters within a period of 10 days. The
Committee of Officers operates subject to overall supervision and directions of Stakeholders’ Relationship
Committee.
During the year, the Stakeholders’ Relationship Committee had met on 14.05.2022, 08.10.2022 and 13.02.2023.
All the Members had attended the meetings. Shri Paresh Nath Sharma, Chairman of Stakeholders’ Relationship
Committee was present in the last Annual General Meeting held on 14th September, 2022.
The total numbers of complaints received and resolved during the year under review were 1. Outstanding
complaints as on 31.03.2023 were Nil. There were no valid share transfers pending for registration for more than
10 days as on the said date.
Shri Ajay Krishna, Sr. Vice President (Legal) & Company Secretary acted as Compliance Officer and Secretary to the
Committee. W.e.f. 21st April, 2023, Shri Ritesh Chaudhry, Sr. Vice President (Secretarial) & Company Secretary has
been appointed as Compliance Officer and Secretary to the Committee.
Prohibition of Insider Trading
With a view to regulate Trading in Securities by the Directors and Designated Employees, the Company has adopted
a “Code of Conduct for Prohibition of Insider Trading”.

7. Corporate Social Responsibility (CSR) Committee


As on 31st March, 2023, the CSR Committee had three Members comprising of Smt. Indu Liberhan (Chairperson),
Shri Paresh Nath Sharma and Shri Jagmohan Mongia, which was subsequently reconstituted w.e.f. 30th May, 2023
consequent upon completion of second term of Smt. Indu Liberhan as an Independent Director of the Company

20 UFLEX Limited
CIN: L74899DL1988PLC032166
w.e.f. 27th May, 2023. The Committee was reconstituted w.e.f. 30th May, 2023 with the appointment of Shri
Jagmohan Mongia as Chairman, Shri Paresh Nath Sharma and Smt. Rashmi Verma, as Member.
The Committee’s prime responsibility is to assist the Board in discharging its social responsibilities by way of
formulating and monitoring implementation of the framework of ‘Corporate Social Responsibility Policy’. The
Committee’s constitution and terms of reference meet with the requirements of the Companies Act, 2013.
The Terms of reference of the Committee includes formulation and recommendation to the Board, a Corporate
Social Responsibility (CSR) Policy indicating activities to be undertaken by the Company in compliance with
provisions of the Companies Act, 2013 and rules made thereunder; recommending the amount of expenditure
to be incurred on the CSR activities and monitoring the implementation of the CSR Policy of the Company from
time to time as specified in Schedule VII of the Companies Act, 2013. CSR Policy is available on the website of the
Company www.uflexltd.com (Weblink: https://www.uflexltd.com/pdf/Policies/Uflex-CSR-Policy.pdf).
During the year, two meeting of the Corporate Social Responsibility (CSR) Committee were held on 25.05.2022
and 22.03.2023 respectively. All the Members attended the Meeting(s). During the Financial Year 2022-2023,
the Company was to undertake CSR Activities of an amount of Rs. 525.37 Lacs. However, the Company spent
an amount of Rs. 334.41 Lacs during the year and an amount of Rs. 228.00 Lacs was transferred to CSR unspent
account with Schedule Bank within 30 days from the closure of financial year as per provisions of section 135(6)
of the Companies Act, 2013 for meeting CSR activities for ongoing projects. As the Company has transferred
Rs.37.04 Lacs in excess against the qualifying amount of Rs.190.96 Lacs, which was to be transferred to unspent
CSR Account. The said Rs.37.04 Lacs shall be available for set-off in subsequent years.

8. Risk Management Committee:


The Company has a Risk Management Committee comprising of three directors in accordance with the requirements
under Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as
amended). As on 31st March, 2023, the Committee was headed by Smt. Indu Liberhan (Chairperson), Shri Paresh
Nath Sharma and Shri Jagmohan Mongia, as members. Consequent upon cessation of second term of Smt. Indu
Liberhan as an Independent Director of the Company w.e.f. 27th May, 2023, the Committee was reconstituted w.e.f.
30th May, 2023 and now comprised of Shri Paresh Nath Sharma (Chairman), Shri Jagmohan Mongia and Shri Sujit
Kumar Varma, Member.
The terms of reference of the Committee are in line with the provisions of the amended SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 and also include other matters delegated to the Committee by
Board of Directors of the Company from time to time. The Company has also framed a Risk Management Policy
with an intention to systematically identify, evaluate, mitigate and monitor risks in the Company.
During the year under review, two Meetings of the Risk Management Committee were held on 25.05.2022 and
21.11.2022 wherein all members were present.

9. Subsidiary Companies
All subsidiary companies of the Company are managed by their respective Board of Directors having the rights and
obligations to manage companies in the best interest of their stakeholders. The Company monitors performance
of subsidiary companies, inter-alia, by the following means:
a) Financial statements, in particular the investments made in the unlisted subsidiary companies, are reviewed
quarterly by the Audit Committee of the Company.
b) All minutes of Board Meetings of the unlisted subsidiary companies are placed before the Company’s Board
regularly.
c) A statement containing all significant transactions and arrangements entered into by the unlisted subsidiary
companies is placed before the Company’s Board.
Further, Policy for determining material subsidiaries has been posted on the website of the Company www.uflexltd.
com (weblink: https://www.uflexltd.com/pdf/Policies/Uflex-policy-for-determining-material-subsidiaries.pdf).

34th Annual Report 2022 - 2023 21


10. General Body Meetings
(a) The details of last three Annual General Meetings held and information regarding Special Resolution passed
are as under:

AGM Day, Date & Time Venue Special Resolution


Passed
31st Thursday, Through Video Conferencing (VC) / Other Audio- None
September 17, 2020 Visual Means (OAVM)
At 11:00 A.M.
32nd Monday, Through Video Conferencing (VC) / Other Audio- None
September 27, 2021 Visual Means (OAVM)
At 3:00 P.M.
33rd Wednesday, Through Video Conferencing (VC) / Other Audio- None
September 14, 2022 Visual Means (OAVM)
At 3:00 P.M.
(b) (i) Whether Special Resolutions were put through Postal Ballot?
The Company has put Special Resolution through Postal Ballot and successfully completed the process
of obtaining approval of its Members. The postal ballot exercise was conducted by M/s Mahesh Gupta &
Company, Company Secretaries. Following Special Resolution(s) were passed through Postal Ballot on
17th April, 2023.
Resolution No. 1 : Appointment of Shri Sujit Kumar Varma (DIN: 09075212) as an Independent
Director of the Company
(a) Voted ‘FAVOUR’ and ‘AGAINST’ the resolution:

Particulars Number of members Number of votes cast % of total number of


voted in the resolution valid votes cast
Favour 277 34787352 99.96
Against 33 15474 .04
Total 310 34802826 100.00
(b) Votes ‘INVALID’:

Total number of members whose votes Total number of votes cast by them declared
declared Invalid Invalid
Nil Nil
Resolution No. 2 : Appointment of Shri Ghyanendra Nath Bajpai (DIN: 00946138) as an Independent
Director of the Company
(a) Voted ‘FAVOUR’ and ‘AGAINST’ the resolution:
Particulars Number of members Number of % of total number of
voted votes cast in the valid votes cast
resolution
Favour 283 49631756 99.97
Against 36 16687 .03
Total 319 49648443 100.00
(b) Votes ‘INVALID’:

Total number of members whose votes Total number of votes cast by them declared
declared Invalid Invalid
Nil Nil

22 UFLEX Limited
CIN: L74899DL1988PLC032166
(ii) Whether any Special Resolution is proposed to be passed through Postal Ballot?
Special Resolution(s) as may be considered necessary/required would be passed through Postal
Ballot.

(iii) Procedure for Postal Ballot


In terms of the General Circular No.14/2020 dated April 8, 2020, General Circular No. 17/2020 dated April 13,
2020 read with General Circular No. 33/2020 dated September 28, 2020 (collectively the “MCA Circulars”),
the Postal Ballot Notice was sent by email to all the members of the Company who have registered their
email addresses with the company or depository / depository participants and the communication of
assent / dissent of the members took place only through the remote e-voting system.

11. Means of Communication


The quarterly un-audited financial results and annual audited financial results duly approved by the Board of
Directors are sent to all the Stock Exchanges where the Company’s shares are listed immediately after the Board
Meeting. The same are widely published in leading Newspapers such as “Financial Express” (in English) and
“Jansatta” (in Hindi).

Detailed presentations were made to institutional investors and financial analysts on the Company’s unaudited
quarterly as well as audited annual financial results. These presentations were also uploaded on the Company’s
website (weblink: https://www.uflexltd.com/earnings-conference-call.php) and duly intimated to the Stock
Exchanges where equity shares of the Company are listed. The Company regularly interacts with the shareholders
through multiple channels of communication such as publication of Results including outcome of the Board
Meeting, Annual Report, Press Releases and Analyst Call etc. The Company also informs the Stock Exchanges in a
prompt manner, all price sensitive information and all such other matters which in its opinion, are material and
relevant for the shareholders.

The Company’s corporate website, www.uflexltd.com provides comprehensive information on UFLEX’s portfolio
of businesses, CSR and Sustainability initiatives, Environment, Health & Safety (EHS) Policy, Shareholding
Pattern, Key Company Policies, and Contact details of the Company’s employees responsible for assisting
investors & handling investor grievances. The website has entire sections dedicated to UFLEX’s profile, history
and evolution, its core values, corporate governance and leadership. An exclusive section “Investors” serves to
inform and service Shareholders, enabling them to access information at their convenience. The entire Report
and Accounts as well as the quarterly, half-yearly and annual financial results are available in downloadable
formats under the section ‘Investor” on the Company’s corporate website as a measure of added convenience
to the investors.

- NSE Electronic Application Processing System (NEAPS):


The NEAPS is a web-based application designed by NSE for corporates. All periodical compliance filings like
shareholding pattern, corporate governance report, media releases, among others are filed electronically on
NEAPS.
- BSE Corporate Compliance & Listing Centre (the ‘Listing Centre’):
BSE’s Listing Centre is a web-based application designed for corporates. All periodical compliance filings like
shareholding pattern, corporate governance report, media releases, among others are filed electronically on
the Listing Centre.

12. CEO/CFO Certifications


The Chairman & Managing Director and the Chief Financial Officer of the Company have given annual certification
on financial reporting and internal controls to the Board in terms of the Listing Regulations at its meeting held on
30th May, 2023.

34th Annual Report 2022 - 2023 23


13. General Shareholders Information
(a) Annual General Meeting to be held on:
Date : 23rd August, 2023
Day : Wednesday
Time : 3:30 PM (IST)
Venue : Annual General Meeting through Video Conferencing/ Other Audio Visual Means
(VC/OAVM facility)
[Deemed Venue for Meeting: Registered Office: 305, 3rd Floor, Bhanot Corner, Pamposh Enclave,
Greater Kailash – I, New Delhi – 110 048]
(b) Tentative Financial Calendar
- Results for quarter ending 30.06.2023 : By mid of August, 2023
- Results for quarter ending 30.09.2023 : By mid of November, 2023
- Results for quarter ending 31.12.2023 : By mid of February, 2024
- Results for year ending 31.03.2024 : By 30th May, 2024
Financial Year of the Company is for a period of 12 months commencing from 1st April and ending on 31st
March.
(c) Book Closure date
5th August, 2023 to 23rd August, 2023 (both days inclusive)
(d) Dividend payment date
Dividend for the financial year 2022-2023, if declared will be paid/credited to the account of the shareholders
on or before 22nd September, 2023.
(e) Name and Address of Stock Exchange(s) at which the Equity Shares are listed
The equity shares are listed on the following Stock Exchanges:
1. BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400001
2. National Stock Exchange of India Limited, Exchange Plaza, 5th Floor, Plot No. C-1, Block G, Bandra Kurla
Complex, Bandra (E), Mumbai – 400 051
Note: Annual Listing fees for the year 2023-2024 have been duly paid to the above Stock Exchanges.
(f) Stock Code - (Equity shares)
Trading symbol – National Stock Exchange of India Ltd.: ‘UFLEX’
Trading symbol – BSE Limited: 500148
(g) Demat ISIN Number in NSDL & CDSL : INE516A01017
(h) Stock Market Price High-Low Data of the Company for the year 2022-2023:
The Monthly High and Low Price of Shares Traded at “The National Stock Exchange Limited” and “The BSE
Limited” for the Financial Year 2022-23 are as under:

24 UFLEX Limited
CIN: L74899DL1988PLC032166
(Amount in Rs.)

Month NSE BSE


HIGH LOW HIGH LOW
Apr-22 719.00 611.40 719.00 603.00
May-22 668.00 534.20 667.80 534.75
Jun-22 632.90 515.00 648.55 515.05
Jul-22 648.80 568.05 649.00 570.00
Aug-22 811.00 612.95 811.05 613.65
Sep-22 799.60 710.65 799.00 709.65
Oct-22 749.00 690.60 749.00 693.00
Nov-22 710.00 605.00 707.40 605.00
Dec-22 616.30 529.50 619.90 530.10
Jan-23 578.50 537.00 578.20 536.45
Feb-23 554.00 346.10 552.65 347.15
Mar-23 429.50 325.10 429.50 325.20

(i) Performance in comparison to broad based indices such as NIFTY


(UFLEX Limited Share Price Vs. NIFTY on the last trading day of the Month).
1000 20000
900 18000
800 16000
700 14000
U N
600 12000
F I
L 500 10000 F
E T
X 400 8000 Y
300 6000
200 4000
100 2000
0 0
April 2022 May 2022 June 2022 July 2022 Aug 2022 Sep 2022 Oct 2022 Nov 2022 Dec 2022 Jan 2023 Feb 2023 Mar 2023

UFLEX NIFTY

(j) Address for correspondence for investors/deposit holders’ queries


For shares held in physical form:
The Company’s Registrar & Share Transfer Agent (RTA), address at:
M/s Beetal Financial & Computer Services Pvt. Ltd.
(Unit : UFLEX Limited)
BEETAL House, 3rd Floor, 99 Madangir, Behind Local Shopping Centre,
Near Dada Harsukh Dass Mandir, New Delhi – 110062
Tel. No. 011-29961281-83, Fax No. 011 – 29961284
E-mail: [email protected]
For shares held in Demat form: To the Depository Participants (DP)

34th Annual Report 2022 - 2023 25


(k) Share Transfer System
As per directives issued by SEBI, it is compulsory to trade in the Company’s equity shares in dematerialized
form. Effective April 1, 2019, transfer of shares in physical form has ceased. Shareholders who had lodged their
request for transfer prior to March 31, 2019 and, have received the same under objection can re-lodge the
transfer request after rectification of the documents. Further, 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 the same and to eliminate all risks associated with
physical shares and avail various benefits of dematerialisation, Members are advised to dematerialise the
shares held by them in physical form. Members can contact the Company or RTA, M/s Beetal Computer and
Financial Services Private Limited, for assistance in this regard.
Member may also note that SEBI vide its circular bearing number SEBI/HO/MIRSD/MIRSD-PoD-1/P/
CIR/2023/37 dated: March 16, 2023 has mandated furnishing of Income Tax PAN, KYC details (i.e., Postal
Address with Pin Code, email address, mobile number, bank account details) and nomination details by
holders of securities in the prescribed forms. Any service requests or complaints received from the member
will not be processed by RTA till the aforesaid details / documents are provided to RTA. On or after October
01, 2023, in case any of the above cited documents / details are not available in the Folio(s), RTA shall be
constrained to freeze such Folio(s). Relevant details and forms prescribed by SEBI in this regard are available
on the website of the Company at www.uflexltd.com.
Members are advised to refer the latest SEBI guidelines/circular issued for all the holder holding securities in
listed companies in physical form from time to time and keep their KYC detail updated all the time to avoid
freezing their folio as prescribed by SEBI.
(l) Distribution of Shareholding as on 31.03.2023

Category (Share) Number of Total Number of % to Total Shares


Shareholders Shares
Up to 500 58818 4129708 5.72
501 – 1000 1636 1268649 1.76
1001 – 2000 705 1054342 1.46
2001 – 3000 255 644699 0.89
3001 – 4000 127 454465 0.63
4001 – 5000 86 398236 0.55
5001 – 10000 162 1195836 1.66
10001 – 20000 83 1144417 1.58
Above 20000 98 61921134 85.75
TOTAL 61970 72211486 100.00

(m) Categories of Shareholders as on 31.03.2023

Category Category of Shareholder Number of Total Number As a


Shareholders of Shares percentage
of (A+B+C)
(A) Shareholding of Promoter and Promoter
Group
(1) Indian 11 32190949 44.58
(2) Foreign
Total Shareholding of Promoter and Promoter Group 11 32190949 44.58

26 UFLEX Limited
CIN: L74899DL1988PLC032166
Category Category of Shareholder Number of Total Number As a
Shareholders of Shares percentage
of (A+B+C)
(B) Public Shareholding
(1) Institutions 117 5711135 7.91
(2) Non-Institutions 61842 34309402 47.51
Total Public Shareholding 61940 40020537 55.42
(C ) Non Promoter-Non Public
(C1) Shares underlying DRs -- -- --
(C2) Shares held by Employee Trusts -- -- --
Total (A+B+C) 61970 72211486 100.00

(n) Dematerialization of Shares and liquidity


Nearly 99.53% of total equity share capital is held in dematerialized form upto 31.03.2023 with NSDL and
CDSL. The shares of the Company are listed on BSE and NSE, which provide sufficient liquidity to the
investors.
(o) Outstanding ADRs / GDRs / Warrants or any convertible instruments, conversion date and likely impact
on equity
No ADRs / GDRs / Warrants or any Convertible Instruments have been issued by the Company during the year
under review and there is no outstanding ADRs / GDRs / Warrants or any convertible instruments as on 31st
March, 2023.
(p) Commodity Price Risk or Foreign Exchange Risk and Hedging Activities
A section on the Risk Management is covered in detail under Management Discussion and Analysis Report
forming part of Annual Report. The details of Commodity Price Risk and Foreign Currency Risk are discussed
in the Notes on the Financial Statements. However, Company has not undertaken any hedging activity during
the year.
(q) Plant Locations
The Company has following Plant Locations in India:
1. A-1, Sector-60, NOIDA (U.P.)
2. A-2, A2A, Sector-60, NOIDA (U.P.)
3. C-3-4, 5-8, 17-18, Sector 57, NOIDA (UP)
4. C-175, Sector – 10, NOIDA (U.P.)
5. D-1-2, 15-16, Sector - 59, NOIDA
6. Unit-I, Lane No. 3, Phase-I, SIDCO Industrial Complex, Bari Brahmana, Jammu
7. Unit-II, Lane No. 2, Phase-I, SIDCO Industrial Complex, Bari Brahmana, Jammu
8. Unit-III, Lane No. 3, Phase-I, SIDCO Industrial Complex, Bari Brahmana, Jammu
9. SM8 + SM10, Sanand, Gujarat
10. Plot No. 20, Mummigati Industrial Area, Dharwad, Karnataka

34th Annual Report 2022 - 2023 27


(r) Address for Correspondence
The shareholders may address their communication/grievances/queries/ suggestions to:

Beetal Financial & Computer Services Private Limited UFLEX Limited


(Unit: UFLEX Limited) 305, 3rd Floor, Bhanot Corner
BEETAL House, 3rd Floor, 99 Madangir Pamposh Enclave,
Behind Local Shopping Centre Greater Kailash-I
Near Dada Harsukh Dass Mandir New Delhi – 110062 New Delhi - 110048
Tel. No. : 011- 29961281-83 Tel. No. : 011-26440917, 26440925
Fax No. : 011- 29961284 Fax No. : 011-26216922
E-mail: [email protected] E-mail : [email protected]
In case the securities are suspended from trading, the Directors Report shall explain the reason thereof: Not
Applicable
(s) Credit Ratings
The Company has obtained the following Credit Ratings during the year ended 31st March, 2023:

Rating Agency Rating Outlook


CRISIL Limited
-- Long Term Rating CRISIL AA- Stable
-- Short Term Rating CRISIL A1+
Brickwork Ratings BWR AA- Stable
India Ratings and Research (lnd-Ra) IND AA- Stable

14. Disclosures
a) Related Party Transactions
During the year, Company has no materially significant related party transaction with any of related party,
which is considered to have potential conflict with the interests of the Company at large. Suitable disclosure
as required by the Indian Accounting Standards-24 (Ind AS-24) has been made in the notes on the Financial
Statements.
All related party transactions are in ordinary course of business and negotiated on an arms- length basis, and
are intended to further the Company’s interests.
The Board has approved a policy for related party transactions which has been uploaded on the Company’s
website (Weblink: https://www.uflexltd.com/pdf/Policies/Uflex-RELATED-PARTY-TRANSACTIONS-POLICY.pdf)
b) Whistle Blower Policy / Vigil Mechanism
Fraud-free and corruption-free work culture has been the core of the Company’ functioning. In view of
the potential risk of fraud and corruption due to rapid growth and geographical spread of operations, the
company has put even greater emphasis to address this risk. It is affirmed that no personnel has been denied
access to the Audit Committee.
To meet this objective, a Whistle Blower Policy has been laid down. The same policy as approved by the Board
has uploaded on the Company’s website www.uflexltd.com (weblink: https://www.uflexltd.com/pdf/Policies/
Uflex-Whistle-Blower-Policy.pdf). Further, no complaints have been lodged with the Company’s Management
and/or the Audit Committee.
c) Weblink where policy for determining “Material” subsidiaries
https://www.uflexltd.com/pdf/Policies/Uflex-policy-for-determining-material-subsidiaries.pdf

28 UFLEX Limited
CIN: L74899DL1988PLC032166
d) Accounting Treatment
The financial statements of the company have been prepared in accordance with the Indian Accounting
Standards (Ind AS), notified under the Companies (Indian Accounting Standards) Rules, 2015 as amended
from time to time, by the Ministry of Corporate Affairs (MCA), the provision of the Companies Act, 2013,
Guidance / Advisory issued by the Institute of Chartered Accountants of India (ICAI) and the guidelines issued
by the Securities and Exchange Board of India (SEBI).
e) Risk Management
The Company has laid down procedures to inform the members of the Board about the risk assessment and
minimization procedures. The Company has framed the risk assessment and minimization procedure, which
is periodically reviewed by the Risk Management Committee and Board.
f) Proceeds from public issue, rights issue, preferential issue or FCCB issue
During the year, the Company has not raised any funds from public issue, rights issue, preferential issue or
FCCB issue.
g) Management Discussion and Analysis
Management Discussion and Analysis Report forms part of the Annual Report.
h) Details of Non-compliance, Penalties, strictures imposed on the Company by Stock Exchanges or SEBI or
any Statutory Authority
The Company has complied all the requirement of Regulatory Authorities. No penalties or strictures have
been imposed on the Company by Stock Exchanges or SEBI or any other statutory Authority on any matter
related to Capital Markets during the last three years.
i) Code of conduct
The Company has in place a comprehensive Code of Conduct (the Code) applicable to all the directors and
senior management. The Code gives guidance and support needed for ethical conduct of business and
compliance of law. A copy of the Code has been put on the Company’s website www.uflexltd.com (Weblink:
https://www.uflexltd.com/pdf/Policies/Uflex-CODE-OF-CONDUCT.pdf). The Code has been circulated to all
the members of the Board and Senior Management and its compliance is affirmed by them.
A declaration signed by the Company’s Chairman and Managing Director is published in this Report.
j) Review of Directors’ Responsibility Statement
The Board in its Report to the Members of the Company have confirmed that the Annual Accounts for the
year ended March 31, 2023 have been prepared as per applicable Indian Accounting Standards (Ind AS) and
policies and that sufficient care has been taken for maintaining adequate accounting records.
k) The Company has complied with the conditions of Corporate Governance requirements as stipulated in the
Listing Regulations, as applicable.
l) Company has obtained a Certificate from M/s Mahesh Gupta & Company, Company Secretaries that none of
directors on the board of the company have been debarred or disqualified from being appointed or continuing
as directors of companies by Board/Ministry of Corporate Affairs or any such statutory authority. The requisite
certificate is attached to the Report on Corporate Governance as ANNEXURE – ‘C-1’.
m) The Board of Directors of the Company has accepted the all recommendations made by all the Committees.
n) Total fees for all services paid by the company and its subsidiaries, on a consolidated basis, to Statutory
Auditor, M/s. Vijay Sehgal & Company, Chartered Accountants (Firm Registration No. 000374N), M/s. M S K
A & Associates, Chartered Accountants (Firm Registration Number – 105047W) & M/s. KAAP & Associates,
Chartered Accountants (Firm Registration No. 019416N) for the year ended 31st March, 2023 are as under:

34th Annual Report 2022 - 2023 29


(Rs. in Lacs)

Particulars M/s. Vijay Sehgal & M/s. MSKA & Associates, M/s. KAAP & Associates,
Company, Chartered Chartered Accountants Chartered Accountants
Accountants (Firm (Firm Registration (Firm Registration No.
Registration No. Number – 105047W)* 019416N)
000374N)
Auditors Remuneration 100.00 48.00 0.50
Tax Audit Fee 45.00 -- 0.30
Other Services (Limited 15.00 22.25 23.83
Review / Certification
Charges)
Out of Pocket Expenses 2.79 5.01 3.40
Total 162.79 75.26* 28.03

*Apart from this, Rs. 223.42 Lacs was paid to M/s BDO, a Network branch of M/s MSKA & Associates, Chartered
Accountants, with respect to its Overseas Subsidiary Companies.
o) Disclosures in relation to Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013 has been made elsewhere in the Director’s Report.
p) Details of utilization of funds raised through preferential allotment or qualified institutional placement (QIP)
as specified under Regulation 32(7A)
This Clause is not applicable to the Company as the Company not raised any fund through preferential
allotment and / or QIP
q) Disclosure by listed entity and its subsidiaries of “Loans and Advances in the nature of loans to firms/companies
in which directors are interested by name and amount: Nil
r) Details of material subsidiaries of the listed entity; including the date and place of incorporation and
the name and date of appointment of the statutory auditors of such subsidiaries.

Sl. Company Name Date of Place of Name of Date of


No. Incorporation Incorporation Statutory Auditor Appointment
of Statutory
Auditor
1. Flex Middle East, FZE 18-06-2003 Jebel Ali Free Shah & Alshamali 18-06-2003
Zone Dubai, UAE Associates
2. Flex Films (USA) Inc., 26-05-2011 Kentucky, USA Crowe LLP 14-09-2018
3. Flex P. Films (Egypt) 14-01-2009 6 of October City, Tamer Mehaya 27-06-2022
S.A.E., Egypt Mohanad T.
Khaled
4. Flex Films Europa 21-01-2011 ul. Gen. Ernst & Young 15-07-2022
Sp.zo.o., Wladyslawa
Sikorskiego,
Poland
5. Flex Americas S.A. 12-11-2007 Altamira, Tampico 12-11-2007
de C.V., Tamaulipas, Tamaulipas
Mexico

30 UFLEX Limited
CIN: L74899DL1988PLC032166
Other Requirement as per the Listing Regulations
(i) The Board
The Chairman of the Company is an Executive Chairman.
All the Directors including Independent Directors are appointed/re-appointed by the Board from time to time.
(ii) Shareholders’ Rights
The quarterly, half-yearly and annual financial results of the Company are published in the newspapers and
are also posted on the Company’s website www.uflexltd.com (weblinks: http://www.uflexltd.com/financials.
php). The complete Annual Report is sent to each and every shareholder of the Company in applicable mode.
(iii) Audit Qualifications
There are no Audit Qualifications in the Company’s financial statements for the year under reference.
(iv) Business Responsibility and Sustainability Report (“BRSR”)
The Business Responsibility and Sustainability Report of the Company includes its responses to questions on
the practices and performance on key principles defined by Regulation 34(2)(f) of SEBI (Listing Obligations
and Disclosure Requirements) Regulations 2015, covering topics across environment, social & governance,
and stakeholder relationships forms an integral part of the Annual Report.
(v) Reporting of Internal Auditors
The Internal Auditors directly report to the Audit Committee.

15. Disclosures with respect to demat suspense account/unclaimed suspense account


The status of equity shares lying in the unclaimed suspense account is as follows:

Sl. Particulars Number of Total Number of


No. Shareholders equity shares held
1. Aggregate number of shareholders and the outstanding shares 15 675
in the unclaimed suspense account lying at the beginning of the
year
2 Number of shareholders who approached the Company for -- --
transfer of shares from unclaimed suspense account during the
year
3 Number of shareholders to whom shares were transferred from -- --
unclaimed suspense account during the year
4 Transferred to Investor Education and Protection Fund (IEPF) 5 253
in accordance with Investor Education and Protection Fund
Authority (Accounting, Audit, Transfer and Refund) Rules, 2016
5 Aggregate number of shareholders and the outstanding shares in 10 422
the unclaimed suspense account lying at the end of the year
It may please be noted that, the voting rights on the unclaimed shares shall remain frozen till the rightful owner of
the shares claims the shares.

16. Compliance Certificate


Compliance Certificate for Corporate Governance from RA & Co. Company Secretaries LLP, a firm of Practicing
Company Secretaries of the Company is annexed herewith.
The above report has been placed before the Board at its meeting held on 30th May, 2023 and the same was
approved.

34th Annual Report 2022 - 2023 31


Compliance Certificate on Corporate Governance to the Members of UFLEX Limited
We have examined the compliance of the conditions of Corporate Governance by Uflex Limited (“the Company”) for
the year ended on 31st March 2023, as stipulated under Regulations 17 to 27, clauses (b) to (i) and (t) of sub- regulation
(2) of Regulation 46 and para C, D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”).
The compliance of the conditions of Corporate Governance is the responsibility of the management of the company.
Our examination was limited to the review of procedures and implementation thereof, as adopted by the Company for
ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion
on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations and information given to us,
and the representations made by the Directors and the Management and considering the relaxations granted by the
Ministry of Corporate Affairs and Securities Exchange Board of India warranted due to the spread of the COVID-19
pandemic, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in the
SEBI Listing Regulations during the year ended 31st March, 2023.
We further state that such compliance is neither an assurance as to the future viability of the Company nor of the
efficiency or effectiveness with which the management has conducted the affairs of the Company.
For RA & CO. COMPANY SECRETARIES LLP

CS Raghav Agarwal
Managing Partner
C.P. No. : 12370; FCS 8844
Place : Noida Peer Review Certificate no.: 1031/2020
Date : 30th May, 2023 UDIN: F008844E000422818

DECLARATION
To the Members of
UFLEX LIMITED
I, Ashok Chaturvedi, Chairman & Managing Director of the Company, hereby certify that the Board Members and Senior
Management Personnel have affirmed compliance with the Rules of Code of Conduct for the financial year ended 31st
March, 2023 pursuant to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
For UFLEX LIMITED

Ashok Chaturvedi
Place : NOIDA Chairman & Managing Director
Dated : 30th May, 2023 DIN : 00023452

32 UFLEX Limited
CIN: L74899DL1988PLC032166
ANNEXURE-“C-1”

Certificate of Non-Disqualification of Directors


(Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015)
To,
The Members
UFLEX LIMITED
(CIN: L74899DL1988PLC032166)
305, 3rd Floor, Bhanot Corner,
Pamposh Enclave, Greater Kailash-I,
New Delhi-110048
We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of
UFLEX Limited having CIN L74899DL1988PLC032166 and having registered office at 305, 3rd Floor, Bhanot Corner,
Pamposh Enclave, Greater Kailash-I, New Delhi-110048 (hereinafter referred to as ‘the Company’), produced before
us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule
V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015;
In our opinion and to the best of our information and according to the verifications (including Directors Identification
Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the
Company & its officers, we hereby certify that none of the Directors on the Board of the Company as stated below for
the Financial Year ending on 31st March, 2023 have been debarred or disqualified from being appointed or continuing
as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such
other Statutory Authority.
Sr. No. Name of Director DIN Date of Appointment in
Company
1. Mr. Ashok Chaturvedi 00023452 21-06-1988
2. Mr. Jagmohan Mongia 09051022 11-02-2021
3. Mrs. Indu Liberhan 03341420 28-05-2015
4. Mr. Pradeep Narendra Poddar 00025199 30-05-2017
5. Mr. Paresh Nath Sharma 00023625 11-02-2022
6. Mr. Sujit Kumar Varma 09075212 14-02-2023
7. Mr. Tara Sankar Bhattacharya* 00157305 14-02-2015
8. Mr. Alok Sabharwal, Nominee Director - IFCI** 02144568 02-12-2020
* Mr. Tara Sankar Bhattacharya ceased to be the Director of the Company w.e.f. 13th February, 2023.
** Mr. Alok Sabharwal ceased to be the Director of the Company w.e.f. 31st October, 2022.
Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the
management of the Company. Our responsibility is to express an opinion on these based on our verification. This
certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with
which the management has conducted the affairs of the Company.
Place : Delhi For Mahesh Gupta and Company
Date : 30th May, 2023 Company Secretaries

Mahesh Kumar Gupta


Proprietor
FCS No.: 2870::C P No.: 1999
Peer review certificate no. 727/2020
UDIN: F002870E000417185

34th Annual Report 2022 - 2023 33


ANNEXURE-“D”

Management Discussion & Analysis


Forward-Looking Statement of the world economy. Global trade has softened due to
tapering demand for consumer goods, the protracted
Forward-looking statements are based on certain war in Ukraine, and continued supply chain challenges.
assumptions and expectations of future events. The
Company cannot guarantee that these assumptions However, at the outset of 2023, the global economy has
and expectations are accurate or will be realized. The seen some positive signs as inflation and energy prices
Company’s actual results, performance or achievements ease from their peak levels. China’s ending of its zero-
could thus differ materially from those projected in COVID policy also provides some growth impulses, though
any such forward-looking statements. The Company its full impact has not yet been unfolded. The world has
assumes no responsibility to publicly amend, modify or entered a new era of rapid global change driven by major
revise any forward looking statements, on the basis of shifts in demographics, wealth, technology, and climate.
any subsequent developments, information or events. But economic growth has been uneven, has come at the
expense of the environment, and already has slowed due
to climate damages. Global challenges — including fiscal
Macroeconomic Overview strains on governments exacerbated by the COVID-19
pandemic, conflicts, environmental degradation,
A series of severe and mutually reinforcing shocks hit
resource depletion, and record levels of displacement
the world economy in 2022, as it approached the mid-
— are threatening recent gains. These challenges are
point for achieving the Sustainable Development Goals
compounded by intensifying systemic risks, including
(SDGs) by 2030. While the impacts of the COVID-19
trade tensions, rising debt levels, reduced effectiveness
pandemic continue to reverberate worldwide, the
of monetary policy as a crisis instrument, and increasing
war in Ukraine unleashed a new crisis, disrupting food
inequality — among and within countries. Global
and energy markets and exacerbating food insecurity
economic activity is decelerating sharply as a result of
and malnutrition in many developing countries. High
synchronized monetary policy tightening to contain
inflation is eroding real incomes, triggering a global cost-
very high inflation, less favorable financial conditions,
of-living crisis that has pushed millions into poverty and
and disruptions from the Russia-Ukraine conflict. The
economic hardship. Simultaneously, the climate crisis is
unexpected failures of two specialized regional banks in
taking a heavy toll on many countries, with heat waves,
the United States in mid-March 2023 and the collapse of
wildfires, floods, and hurricanes inflicting massive
confidence in Credit Suisse—a globally significant bank—
humanitarian and economic damage (Source: https://
have roiled financial markets, with bank depositors
www.undp.org/).
and investors re-evaluating the safety of their holdings
These shocks will weigh heavily on the world economy and shifting away from institutions and investments
in 2023. Persistently high inflation – which averaged perceived as vulnerable. This banking crisis hits world
over 9 per cent in 2022 – has prompted aggressive economy already disrupted by pandemic, war, sanctions,
monetary tightening in many developed and developing geopolitical tensions, and climate shocks. Nevertheless,
countries. Rapid interest rate hikes by the Federal the global macroeconomic environment remains
Reserve of the United States have triggered capital challenging for economies, business and consumers in
outflows and currency depreciations in developing the year ahead.
countries, increasing balance-of-payment pressures
and intensifying debt sustainability risks. Financing 1. Global Economy
conditions have tightened sharply amid high levels of
private and public debt, pushing up debt servicing costs, For the global economy, 2022 brought forth several
constraining fiscal space, and increasing sovereign credit unforeseen challenges even as the world hoped to
risks. Rising interest rates and diminishing purchasing recover after two years of pandemic. Global economic
power have weakened consumer confidence and investor recovery was well on track until the Russia-Ukraine
sentiment, further clouding near-term growth prospects conflict broke out in February 2022 that hit the

34 UFLEX Limited
CIN: L74899DL1988PLC032166
economy hard. From triggering food and fuel shortage Global growth is expected to decelerate sharply to 1.7
to creating an environment of uncertainty, the conflict per cent in 2023—the third weakest pace of growth
- which even raised concerns of a nuclear threat - in nearly three decades, overshadowed only by the
has kept the world on edge ever since it started on global recessions caused by the pandemic and the
February 24, 2022. The conflict has now continued global financial crisis (Source: https://www.worldbank.
for more than a year, disrupting the restoration of org/). This is 1.3 percentage points below previous
the supply chains disrupted earlier by lockdowns forecasts, reflecting synchronous policy tightening
and limited trade traffic. During the year, the world aimed at containing very high inflation, worsening
economy has faced almost as many disruptions as financial conditions, and continued disruptions from
caused by the pandemic in two years. The conflict the Russia-Ukraine conflict. The United States, the
caused the prices of critical commodities such as crude Euro area, and China are all undergoing a period of
oil, natural gas, fertilisers, and wheat to soar. This pronounced weakness, and the resulting spillovers
strengthened the inflationary pressures that the global are exacerbating other headwinds faced by Emerging
economic recovery had triggered, backed by massive Market and Developing Economies (EMDEs). The
fiscal stimuli and ultra-accommodative monetary combination of slow growth, tightening financial
policies undertaken to limit the output contraction in conditions, and heavy indebtedness is likely to weaken
2020. Inflation in Advanced Economies (AEs), which investment and trigger corporate defaults. Further
accounted for most of the global fiscal expansion and negative shocks—such as higher inflation, even tighter
monetary easing, breached historical highs. Rising policy, financial stress, deeper weakness in major
commodity prices also led to higher inflation in the economies, or rising geopolitical tensions—could push
Emerging Market Economies (EMEs), which otherwise the global economy into recession. In the near term,
were in the lower inflation zone by virtue of their urgent global efforts are needed to mitigate the risks
governments undertaking a calibrated fiscal stimulus of global recession and debt distress in EMDEs. Given
to address output contraction in 2020. Central banks, limited policy space, it is critical that national policy
which were slow to react to price pressures building makers ensure that any fiscal support is focused on
up during the nascent recovery from the pandemic, vulnerable groups, that inflation expectations remain
regarded them as transient only to realise, belatedly, well anchored, and that financial systems continue to
the necessity and the inevitability of a strong monetary be resilient. Policies are also needed to support a major
policy response. Led by the US Federal Reserve, central increase in EMDE investment, which can help reverse
banks have been hiking policy rates and rolling back the slowdown in long-term growth exacerbated by
liquidity to rein in inflation synchronously. The pace the overlapping shocks of the pandemic, the Russia-
of this tightening cycle has been rapid – the Federal Ukraine conflict, and the rapid tightening of global
Reserve’s pace of rate hikes is the quickest since the monetary policy. This will require new financing from
inflationary episode of the 1970s, with the central bank the international community and from the repurposing
having raised interest rates by 475 basis points since of existing spending, such as inefficient agricultural and
March 2022. As the impact of monetary policy actions is fuel subsidies. Investment growth in emerging market
felt with a lag, inflation rates remained stubbornly high and developing economies (EMDEs) is expected to
during the early phase of the rate hike cycle but have remain below its average rate of the past two decades.
begun to decline lately. At the same time, synchronised Further adverse shocks could push the global economy
rate hikes by the central banks have not tightened into yet another recession. Small states are especially
financial conditions sufficiently enough for central vulnerable to such shocks because of their reliance
banks to end their tightening campaign. The frailties of on external trade and financing, limited economic
the Chinese economy further contributed to weakening diversification, elevated debt, and susceptibility to
the growth forecasts. Dwindling global growth apart natural disasters. Global growth has slowed to the
from monetary tightening may also lead to a financial extent that the global economy is perilously close
contagion emanating from the advanced economies to falling into recession—defined as a contraction in
where the debt of the non-financial sector has risen annual global per capita income—only three years
the most since the global financial crisis. With inflation after emerging from the pandemic-induced recession
persisting in the advanced economies and the central of 2020. Very high inflation has triggered unexpectedly
banks hinting at further rate hikes, downside risks to rapid and synchronous monetary policy tightening
the global economic outlook appear elevated. around the world to contain it, including across major

34th Annual Report 2022 - 2023 35


advanced economies. Although this tightening has cautious optimism that it was possible to stay physically
been necessary for price stability, it has contributed to mobile and engage in economic activities despite the
a significant worsening of global financial conditions, pandemic. FY23 thus opened with a firm belief that
which is exerting a substantial drag on activity. This the pandemic was rapidly on the wane and that India
drag is set to deepen given the lags between changes was poised to grow at a fast pace and quickly ascend
in monetary policy and its economic impacts, and the to the pre-pandemic growth path. Strong economic
fact that real rates are expected to continue to increase. growth in the first quarter of FY 2022-23 helped India
overcome UK to become the fifth-largest economy
Global economic activity is experiencing a broad-based
after it recovered from repeated waves of COVID-19
and sharper-than-expected slowdown, with inflation
pandemic shock. However, the effects of the slowdown
higher than seen in several decades. The cost-of-living
in global economic growth resulting from high inflation
crisis, tightening financial conditions in most regions,
and the continuing war between Russia and Ukraine are
Russia-Ukraine conflict, and the lingering COVID-19
also seen to be affecting India’s economic performance.
pandemic all weigh heavily on the outlook. Global
The country recorded muted growth of 4.4% in Q4 2022,
growth is forecast to slow from 6.0 percent in 2021 to 3.2
compared to 6.3% in Q3 2022, with sluggish private
percent in 2022 and 2.7 percent in 2023 (Source: https://
consumption and exports being the major reasons
www.imf.org/). This is the weakest growth profile since
behind that. The country’s real GDP growth in the
2001 except for the global financial crisis and the acute
fiscal year 2022-23 is estimated at 7.0% in comparison
phase of the COVID-19 pandemic. Global growth is
to 9.1% in the previous year. However, some demand
projected to remain at a below-trend rate in 2023-24,
indicators such as record sales of 3.8 million in the
with inflation moderating gradually as the quick and
passenger vehicles segment in 2022 strong growth in
synchronised monetary policy tightening over the past
tractor sales, and a rise in domestic air travel, continue
year takes full effect. Demand is likely to be cushioned
to support economic growth. However, the challenge
by further easing of household saving rates in many
of the depreciating rupee, although better performing
countries, with households yet to fully use the additional
than most other currencies, persists with the likelihood
savings accumulated during the pandemic. The impact
of further increases in policy rates by the US Federals.
of tighter financial conditions is otherwise likely to be
The widening of the current account deficit (CAD)
felt throughout the economy over time, particularly
may also continue as global commodity prices remain
on private investment. The disruption from the war
elevated and the growth momentum of the Indian
in Ukraine is also likely to continue to weigh on global
economy remains strong. The loss of export stimulus is
output both directly and indirectly through the impact on
further possible as the slowing world growth and trade
uncertainty, continuing risks to food and energy security,
shrinks the global market size in the second half of the
and the significant changes taking place in commodity
current year(Source: https://www.indiabudget.gov.in/).
markets as price caps and Western embargos on Russian
energy outputs take full effect. In the second half of 2022, there was a respite for
governments and households. Commodity prices peaked
2. Indian Economy and then declined. In the near term, the acute pressure
was relieved, although prices of some commodities
The impact of the pandemic on India was seen in a (e.g., crude oil) remain well above their pre-pandemic
significant GDP contraction in FY21. The following year, levels. Commodity prices decline, and US interest rates
FY22, the Indian economy started to recover despite peak, as does the US dollar. Capital and current account
the Omicron wave of January 2022. This third wave did imbalances abate.
not affect economic activity in India as much as the
previous waves of the pandemic did since its outbreak in The enormous fiscal stimulus in advance economies
January 2020. Mobility enabled by localised lockdowns, earlier injected by their governments supported a strong
rapid vaccination coverage, mild symptoms and quick demand revival. Growth in world trade subsequently
recovery from the virus contributed to minimising the followed, of which India was also a beneficiary. India’s
loss of economic output in the January-March quarter exports surged in FY22, and the momentum lasted up to
of 2022. Consequently, output in FY22 went past its the first half of FY23. Export growth was strong enough to
pre-pandemic level in FY20, with the Indian economy increase India’s share in the world market of merchandise
staging a full recovery ahead of many nations. The exports. However, due to aggressive and synchronised
experience with the Omicron variant engendered a monetary tightening, global economic growth has started

36 UFLEX Limited
CIN: L74899DL1988PLC032166
to slow up, and so has world trade. As per United Nations used across several regions in the world and the sector
Conference on Trade and Development (UNCTAD) latest in India has emerged as the sea of opportunities for
global trade update, global trade growth turned negative entrepreneurs on the back of its rising popularity.
during the H2:2022, and geopolitical frictions, persisting The Indian packaging sector is among the industrial
inflationary pressures, and subdued demand are sectors witnessing highest growth potential, due to
expected to suppress global trade further in 2023. This the presence of packaging in almost every industrial
is likely to affect many countries, including India, with segment, and also due to globalisation of trade in goods
the prospects of sluggish exports continuing into FY24, and services and emergence of new trade models, such
compared to the promise shown at the beginning of the as E-commerce and organised retailing. The industry is
current year (Source: https://www.indiabudget.gov.in/). broadly divided into two categories viz, rigid packaging
and flexible packaging. Recent years have seen a
The year 2022 has been challenging for India from
significant rise in demand for flexible packaging material
various economic perspectives. However, even as the
driven by demands in food and beverages industries,
Indian economy faces multi-dimensional challenges
personal care and hygiene, and pharmaceuticals. The
in the short term, it remains one of the most dynamic
industry has evolved significantly in the past two years
major economies in the world with immense headroom
of the pandemic. Through the different phases of the
for growth. A favourable demographic profile, rapid
pandemic, new trends have emerged and adopted by
urbanisation and increasing affluence represent some
various companies in packaging industry. From smart
of the key structural drivers of growth of the Indian
packaging to sustainable and safe packaging with
economy. India’s recovery from the pandemic was
innovation and artistic touch, the packaging trends have
relatively quick, and growth in the upcoming year will
gained a lot of prominence in the food, pharmaceutical,
be supported by solid domestic demand and a pickup
beverage, cosmetic and other FMCG industries. The
in capital investment. Even as India’s outlook remains
large FMCG players globally have announced moving to
bright, global economic prospects for the next year have
sustainable packaging in a phased manner.
been weighed down by the combination of a unique
set of challenges expected to impart a few downside The global flexible packaging market size was valued at
risks. Multi-decadal high inflation numbers have USD 261.04 billion in 2022 and is expected to expand at
compelled central banks across the globe to tighten a compound annual growth rate (CAGR) of 4.7% from
financial conditions. The impact of monetary tightening 2023 to 2030 (https://www.grandviewresearch.com/).
is beginning to show in slowing economic activity, The growth is primarily driven by the growing demand
especially in Advanced Economies. Besides this, adverse for packaged food coupled with the convenience of use
spillovers from the prolonged strains in supply chains and cost-effectiveness of the product. Flexible packaging
and heightened uncertainty due to geo-political conflict offers the benefits of plastic, paper, and aluminum
have further deteriorated the global outlook. Hence, foil without sacrificing printability, durability, barrier
global growth is forecasted to slow from 3.2 per cent in protection, freshness, or simplicity of use of the product.
2022 to 2.7 per cent in 2023 as per IMF’s World Economic The food and beverages industry is shifting preferences
Outlook, October 2022. A slower growth in economic in favor of using flexible pouches for products, such
output coupled with increased uncertainty will dampen as soups and juices, which have high liquid content.
trade growth. This is seen in the lower forecast for growth Flexible packaging is also used for products, such as
in global trade by the World Trade Organisation, from 3.5 snacks, frozen foods, ready-to-eat, and ready-to-cook
per cent in 2022 to 1.0 per cent in 2023. food items. These are the major factors for the growth
of the Indian flexible packaging market. Moreover, due
3. Industry Structure & Developments to an increase in per capita income, India is witnessing
a rise in the consumption of packaged foods, which,
As per the Economic Survey 2022-23, India is the third- as a result, is expected to fuel the demand for flexible
largest economy in the world in PPP terms and the packaging in the upcoming years.
fifth largest in market exchange rates. The sheer size of
economy has opened up new business opportunities The Flexible Packaging market is primarily driven by
to the world in all walks of business in general and a few key factors, such as increasing product appeal
packaging industry in particular. The flexible packaging among consumers, successful marketing strategy in
market is amongst the most dynamic packaging markets opportunities, and simultaneous financial investment in
presenting various types of materials and packaging product development.

34th Annual Report 2022 - 2023 37


Flexible Packaging Market in India: Key be designed in different shapes and prints with high-
Drivers, Trends & Challenges quality graphics. Therefore, the growing use of stand-up
pouches is expected to drive the growth of the Indian
Key Drivers: flexible packaging market.
The growing retail industry in India is notably driving the
market growth. Challenges

The retail industry in India is one of the fastest-growing The volatility in raw material prices is a major
in the world. The retail industry is developing in tier- challenge impeding market growth.
1 and tier-2 cities, in addition to major cities and The different types of packaging materials used for the
metros in the country. Factors such as transforming packaging of food include plastic, glass, metals, and
demographic profiles, rising disposable incomes, paper. For example, the cartons used in food packaging
growing urbanization, and changing consumer tastes are produced either from recycled fiber or virgin fiber.
and preferences are driving the growth of the organized The prices of both recycled fiber and virgin fiber fluctuate
retail market in India. The primary factor boosting the constantly, which is a major concern for end-users such
growth of the market is the shift of consumers, especially as carton producers. The instability in the price of raw
millennials, from traditional retail to online channels. materials will result in increased production cost and
reduced profit margins.
In addition, increasing consumer awareness about FMCG
products and the regular launch of new products by The prices of packaging raw materials such as paper and
manufacturers is the major factor expected to drive the paper products that are used to manufacture corrugated
growth of the FMCG market. Furthermore, the increasing packaging solutions are also expected to fluctuate.
trend of online shopping and expansion of the FMCG In addition, aluminum, a key raw material used in
network in rural areas of developing countries are manufacturing food cans, is also exhibiting continuous
expected growth opportunities for the FMCG market. price fluctuations. Hence, the above-mentioned factors
Therefore, the growing retail sector in India will increase are expected to hinder the growth of the India flexible
the demand for flexible packaging, thereby, driving the packaging market in focus.
growth of the India flexible packaging market. However, despite the challenges often presented by
flexible packaging in terms of consistent recycling
Trends channels, the format remains a preferred choice for
brands, retailers and consumers.
Consumer trends for effective packaging solutions have
drastically changed over time. One packaging trend that
has always been a key preference for industries such as
4. Business Review
food and beverages, retail and electronics, is flexible (i) Packaging Films Business
packaging. The main products of this business are BOPP films, CPP
The increasing use of stand-up pouches is an films, Polyester (BOPET) films, Metalized, AlOx Coated,
emerging trend in the market growth. Vendors are Specialty films, and green films such as AsclepiusTM PCR
coming up with new and innovative packaging solutions (Post-consumer Recycled) PET films, and Recyclable
to withstand the high competition in the market in India. Mono-material films.
Innovative packaging includes stand-up pouches that The Company’s OPP (Orientated Polypropylene) films
have gained popularity primarily in the food industry. comprising of BOPP (Bi-axially Oriented Polypropylene)
A stand-up pouch weighs less compared to glass bottle, and CPP (Cast Polypropylene) films are highly cost-
enhances the functionality of portability and serves as a effective, functionally efficient, and therefore have
replacement to cans for storing process food. rapidly penetrated high barrier sensitive packaging
Stand-up pouches are easier to open than metal food segments across the world. These films are primarily
cans. The stand-up pouches have zips that can be closed used for applications like packaging and conversion;
if the content in them has to be reused. In addition, industrial coatings; printing and lamination;
metal cans cannot be given any differentiating designs encapsulation; overwraps, confectionery packaging;
to help consumers in using unique designs for their anti-fog (for food products), and textile bags; amongst
products and brands, whereas stand-up pouches can others. The Company manufactures BOPP films at its

38 UFLEX Limited
CIN: L74899DL1988PLC032166
India, Egypt, and Hungary manufacturing facilities with items like mouth fresheners, tea sachets, confectionary
a cumulative capacity of 149,000 TPA. items, biscuits, and multiple pharma and medical
The Company manufactures CPP film at its India plant products.
in Noida and overseas at its Egypt plant. The cumulative Transparent High Barrier Easy Tear Polyester (F-ETB)
capacities of its two CPP film lines stand at 11,000 TPA. Film: This film is a next-level packaging solution for
In FY23, the Company set up a CPP film line at its existing items like dry food as these products require an excellent
facility in the UAE and a greenfield project in Dharwad, oxygen barrier for maintaining freshness and easy-to-
Karnataka, India, with a capacity of 18,000 TPA each. tear packages for enhanced customer experience.
BOPET (Bi-axially Oriented Polyethylene Terephthalate) F-TFE’ Thermoformable BOPET Film: ‘F-TFE’ Mono or
film is a polyester film using high-quality resins and co-extruded transparent Biaxially-Oriented Polyethylene
exhibits superior mechanical properties, improved Terephthalate or BOPET film is specially designed
resistance to chemicals, good barrier to oxygen, excellent for thermoforming applications for depth formation
receptivity to surface treatment and coatings, and high and its outstanding properties include high tensile
resistance to abrasion. Manufactured at the company’s strength, chemical stability, dimensional integrity, and
world-class film manufacturing plants in India, the UAE, transparency.
Egypt, Poland, Mexico, USA, Russia, and Nigeria, the
‘F-POX’ Excellent Oxygen and Moisture Barrier
company’s cumulative BOPET film production capacity
Transparent BOPET Film: This film enables see-through
globally stands at 350,000 TPA.
packaging while functioning as a high aroma retention
The Company has set up a BOPET film line in Dharwad, barrier.
Karnataka, India, with a capacity of 45,000 TPA to serve a
High-barrier BOPET film F-AFR-M: F-AFR-M allows easy
large base of its clients located in South India, and once
handling and machinability.
commissioned, will make UFlex the largest producer of
thin BOPET films in the world (ex-China). PET-based Silica Masterbatch Solution for BOPET
Film: With the development of this value-enriched
Metalized films are manufactured at all film
Silica Masterbatch solution, the business has not only
manufacturing plants of the Company with a
achieved higher anti-blocking properties but has also
cumulative capacity of 2,12,700 TPA. The Company
brought about a significant reduction in production cost.
also manufactures high-barrier metalized films that are
used for packaging a wide array of products requiring Metalized High Barrier Easy Tear Polyester Film:
extended shelf life apart from a host of applications This film provides excellent easy tear properties in both
in various industries. AlOx-coated transparent ultra- directions.
high barrier films, manufactured by the Company, find Transparent High Barrier Easy Tear Polyester Film:
extensive use in stand-up pouches that provide see- This film is suitable for high barrier and easy tear
through features to consumers at the point-of-sale application for Dry Food packaging.
(POS).
(ii) Flexible Packaging Business
Future projects:
The Flexible Packaging business at UFlex offers an
Steps are continuously being taken towards innovation
extensive product range in flexible packaging and
and renovation of products including new product
laminated roll stocks. Some of the products in the
development and enhancement of product quality/
portfolio include a wide variety of pouches: 3D & 4D
profile, to offer better products to customers including
pouches with re-closable options, wicketed bags for
high seal strength in polyester films and other sustainable
baby and hygiene markets with handles, pet food pinch
solutions.
bottom bags, cement block bottom bags, Flexi-tubes,
New Products and Innovation: lids, confectionery foils, embossed foils, hygiene films,
innolock pouches, pocket PTC zipper, spot embossing,
Metallized High Barrier Easy Tear Polyester (F-ETB-M)
electron beam curing, Cast ‘n’ Cure technologies, and
Film: This film addresses barrier requirements of various
more.
pouches and packaging applications while enabling
easy-to-tear package properties from both directions. Owing to full backward integration into films (BOPET,
The superior oxygen barrier of this metalized, easy- BOPP, CPP, Metalized Films), chemicals (inks, coatings,
tear BOPET film makes it the best choice for packaging adhesives), engineering (converting and packing

34th Annual Report 2022 - 2023 39


machines), holography (packaging films and labels) and of liquid laundry - making it hugely popular with
cylinders (electronic, laser, gravure, and flexographic environmentally-conscious consumers.
plates), UFlex has an exclusive advantage to deliver • Henna paste pack for a startup in the beauty and
customized solutions. wellness space: UFlex developed a special high-
The company offers flexible packaging solutions for the barrier packaging format for a natural, preservative-
entire spectrum of product types which includes solids, free henna pack that prevents degradation and
semi-solids, powders, granular materials, viscous fluids, preserves the natural properties of the product.
pastes, and gels. • MPP and WPP large packaging bags: The flexible
UFlex continues to be a forerunner in sustainable packaging business of UFlex has pioneered the art of
innovation and commitment toward a “circular developing WPP bags. In FY2023, UFlex developed a
economy” by focusing on the three pillars: source packaging solution with added security features for a
substitution, source reduction, and biodegradability. water-soluble fertilizer brand.

A few notable investments in recycling projects include • 3D Pouch with Registered Window Metallization
USD 7 million in Poland, USD 20 million in Mexico, and for a premium brown sugar brand: UFlex
USD 3 million at a new site (Malanpur) in India. developed a three-layered 3D pouch with registered
metallization for a premium brown sugar brand that
Another notable achievement in the calendar year 2022 allows consumers to see the packed content.
is the reduction in the average carbon footprint per ton
• Profile Spout Pouch with Re-closable Option and
of packaging from 4.16 to 4.14.
Easy Pour Experience for a cooking oil brand:
New Products and Innovation: This structure has emerged as a viable solution for
packaging edible oils, and successfully replaces the
• Teen Ikka 25 Kg WPP Top and Bottom Pinch Bag
need for rigid containers.
with Foil Stamping: To help the brand solve the
problem of counterfeiting, UFlex developed a WPP • 3D Pouch with Paper-based Barrier Laminate for
Pinch bottom bag with foil stamping as an anti- a coffee brand: UFlex developed a unique pack with
counterfeit feature to prevent it from getting re-filled a stand able pack structure that offers good barrier
or falling prey to counterfeiting. properties to keep the packed coffee in the desired
state and prevents moisture, air, and more from
• 3D Pouch for Dormulin 5kg Vegetative Fertilizer:
affecting the quality of the packed content.
UFlex developed and converted the WPP bag of
Dormulin fertilizer into a 3D pouch for a 5 kg product (iii) Aseptic Liquid Packaging Business
quantity in Q4, FY23. This enhances the product’s
AseptoTM, the Aseptic Liquid Packaging Business brand
packaging aesthetics and the packaging design for
from the house of UFlex, provides innovative solutions
better display and appeal.
(filling machines and packaging material) catering to
• Enhancing consumer engagement via variable multiple industries like beverages, dairy, and alcohol. With
data incorporation in packaging: The flexible a strong focus on innovation, customized solutions, and
packaging business developed a solution for a backward integration business solutions, the business
leading FMCG brand where each chocolate pack has offers unique packaging formats, including world-class
a different code that can be used to connect with aesthetics, brand enhancement, anti-counterfeit, and
consumers. captivating effects like foil stamping, holography, and 3D
• Eco-friendly Chotu Pack: With brand owners lens under the categories AseptoTM Spark, Premium, and
continuously looking at reducing the environmental Eye. Leading brands have partnered with AseptoTM for
impact on account of non-recyclable packaging, their packaging strategies to differentiate their brands
UFlex launched a fully recyclable spout pouch using and packs on retail shelves and attract new-age and new
BOPP (Biaxially Oriented Polypropylene)/PE films for segments of consumers.
a leading brand. AseptoTM caters to more than 200 customers and exports
• 3.2 Litre re-closable stand-up pouch for a leading to more than 35 countries worldwide. Backed by a strong
FMCG brand: UFlex developed an eco-friendly order book, AseptoTM has become the world’s fastest-
flexible packaging solution for storing liquids where growing brand in the segment with a year-on-year
the re-closable pouch can store up to 3.2 liters growth of more than 100% in the last five years.

40 UFLEX Limited
CIN: L74899DL1988PLC032166
To deliver on the sustainability agenda of the Indian curable coatings and printing inks. This product
government and to meet the sustainability goals of is recommended for use in applications such as
consumers across the world, AseptoTM commissioned flexography, dry offset, screen printing, and wet
India’s first and the world’s fastest line for U-shaped lithographic inks for paper, plastics, and metals. It
paper straws in 2022 complying with world-class can also provide adhesion for metal, plastics, and
standards. paper coatings.

(iv) Chemicals Business • Flexgreen Sprayable top-coat gloss coating: With


diverse applications in the construction industry, this
The Business manufactures liquid inks (solvent and considerably flexible coating offers excellent curing
water-based); laminating adhesives (water-based, capability on high-speed machines and leads to
solvent, and solvent-less); ink binders, polyols, and energy savings of about 30-70%.
specialty coatings (UV/UV-LED/EB) for flexible packaging,
mono-cartons, graphic arts, labels, and paper board • Flexcure Super Matt: It’s been designed as a
segments of the packaging industry. free radical UV coating for absorbent and non-
absorbent underlayers like paper, polythene, and
In FY2022-23, UFlex Chemicals acquired an India
polypropylene.
patent for a ‘solvent-free pigmented adhesive and a
process for its preparation’ (Patent number 406417) – • Flexcure Sheetfed “Bio” Series for Offset
an environment-friendly, cost-effective, and versatile Application (with >40% BRC): The Flexcure
adhesive. This is a noteworthy addition to the business’s Sheetfed “Bio” series is an advanced, innovative, and
portfolio of innovative and sustainable products and environment-friendly solution that represents a new
solutions. This patent has been awarded to UFlex by the generation of UV inks for offset printing especially
Government of India in accordance with the provisions designed using high bio-renewable content
of the Patents Act, 1970 for a period of 20 years. ingredients.
The present disclosure relates to a two-component • Flexcure Low Migration “Nutri Series” for aseptic
adhesive composition and the process for its preparation. packaging: Flexcure Nutri series represents a new
The adhesive composition of the present disclosure generation radical mechanism designed especially
is solvent-free and works well on existing solvent-less for food packaging and hygiene applications
lamination machines. It helps reduce the use of white demanding low migration and no odor.
ink, thus significantly reducing costs. The process for • Flexcote MH 785: UFlex developed a solvent-based
the preparation of the adhesive composition is simple, adhesive with high solids and low viscosity for
efficient, solvent-free, and environment-friendly. The medium to high performance in flexible packaging
presence of high content of volatile organic solvents in applications in FY23. It is a cost-effective solution
solvent-based conventional adhesives is detrimental offering excellent bond and seal strength.
to the environment and is energy-intensive, thereby
increasing overall costs. • Retort grade 2K PU Adhesive FLEXCOTE HP 875/
FLEXCOTE HP 75: The chemicals business developed
Product Launches and Innovation a two-pack solvent-based PU adhesive in FY23 that
• Epoxy Acrylate: Epoxy Acrylate Oligomer is yet is specially designed for high-end retort pouch
another environment-friendly product demonstrating applications, most suitable for food and pharma
the company’s continued focus on sustainability. The packaging applications.
Epoxy Acrylate Oligomer is an essential feedstock • FLEXBOND SF WET LM 35 Water-based Adhesive
for radiation-curable coatings and printing inks for Wet Lamination Application: UFlex developed
manufactured by UFlex. The production process of FLEXBOND SF WET LM 35, a water-based synthetic
this polymer is designed in a way that it generates no adhesive designed mainly for wet lamination of
VOCs and effluents. clear BOPP & PVC films to paper or duplex board
• Polyester Acrylate: This halogen-free product adds applications with manual or semi-automatic
to the company’s efforts at promoting sustainability machines in Q1, 2022.
through research-led environment-friendly printing • Flexseal Ecocoat: In FY23, UFlex chemicals business
and coating solutions. The Polyester Acrylate division developed Flexseal Ecocoat, an eco-friendly
oligomer is a significant feedstock for UV and EB aqueous dispersion application coating specially

34th Annual Report 2022 - 2023 41


designed for the inner side of paper cups as a into a growing market segment of customers seeking
replacement for PE coating. Besides offering added a change from the standard holography designs.
convenience to consumers, it ensures sustainability • Checkered Pattern Hot Stamping Foil: The newly
by enabling easy recycling of paper products, post- developed Checkered Pattern Hot Stamping Foil by
consumption. the UFlex Holography Business enables an enhanced
• Flexseal HSL 1025 (G) and Flexseal HSL 1024 (F): style and improved elegance of textile products.
Adding to the long list of green solutions offered Hot stamping foil is a popular decorative technique
by the chemical business, UFlex developed water- for improving visual appeal and adding vibrancy
based heat sealable coatings in Q3, 2022. It is a highly to textiles. Checkered Pattern Hot Stamping Foil
advanced product for sealing a formidable bond has applications across market segments such as
between coatings of flexible packaging materials. fashion, home textiles, accessories, and upholstery.
• 3D Optics as a superior security feature for
• Epoxy Acrylate: UFlex Chemical has developed the
product authentication: UFlex developed a 3D
Epoxy acrylate oligomer which is a major feedstock
Flipogram material in FY23 to authenticate genuine
for radiation-curable coatings, and printing inks
products from counterfeits, protecting consumers
produced by us. This is an environmentally friendly
from spurious products.
product promoting sustainability.
• Floating lens film with customized brand logo:
• Polyester Acrylate: UFlex Chemical has developed Another great innovation in the quarter ended
this Oligomer which is a major feedstock for UV and December 31, 2022, was developing a new and
EB curable coatings and printing inks. This halogen- advanced brand protection packaging product
free product promotes sustainability. consisting of customized emboss film designed for
laminates, paper board, and UV offset printing on
(v) Holography Business mono cartons.
The Business has always been ahead of the curve • Sustainability in textile products: As brands
when it comes to offering advanced anti-counterfeit consciously embrace sustainability, many companies
and brand enhancement solutions to its customers. actively seek to develop products that have minimum
Its clients include leading brands and companies in impact on the environment. In FY23, UFlex catered
the pharmaceutical, automotive, FMCG, consumer to a requirement for BPA (Bisphenol A) free sequins
electronics, F&B, and textiles industries, amongst others. material from a large global retailer and fashion
The innovative offerings from the business help global brand, meeting the stringent international test
and Indian brands government departments, and requirements.
educational institutions by way of providing superior
• High-end security solutions in pharma packaging:
brand enhancement & protection solutions. UFlex is
UFlex’s Holography division has developed a High
also a certified printer by the Indian Banks’ Association
Refractive Index Film with an extremely high metallic
(IBA) for the printing of MICR instruments for leading
sheen for the surface of the packed cartons, to
banks.
address this vital anti-counterfeit requirement of its
The business demonstrated consistent growth in the pharma customers.
financial year 2022-23, winning business from many
• Multi-colored Holographic Textile Foil with New
existing and new customers and entering new market
Pattern for Enhanced Aesthetics: Catering to
segments both in India and overseas markets.
increasing demand for aesthetic-rich developments
Product Development and Innovation in the textile space, the Company has developed an
• Holography Beeds Designs for HM & Sequins array of appealing textile foil options that can make
Film: With a moving dot effect, the Holography brands stand out.
Beeds Design offers a unique and visually appealing • Fresnel Lens Self-Adhesive Holographic Labelling
option for Hot-Melt Film and Sequins film used in Solution to Prevent Counterfeiting & Enhance
various textile applications. The new design offers a Aesthetics: UFlex integrated Registered Fresnel Lens
unique differentiation to the products and can help Technology in labeling solution to give a premium
attract customers looking for something fresh and look by placing two lenses at the middle and bottom
innovative and will enable textile businesses to tap of the label. The combination of a Fresnel lens that

42 UFLEX Limited
CIN: L74899DL1988PLC032166
is reflective from various angles along with vibrant floor mats, and even in-car floor mats. It is durable, easy
printing produces an effect that is both aesthetically to maintain, cost-effective, and can be installed in a
striking and instantly recognizable for scrutiny. This short time.
application is used across several industry verticals
Laser embossing on the shoe soles: When it comes to
such as FMCG, automobile, lubricants, apparel,
shoes, one of the most significant issues faced by users
liquor, agrochemicals, personal care, and electronics.
is that their soles are often slippery. This causes various
• Plastic-grade Hot Stamping Foil for Premium problems for consumers, especially during the rainy
Aesthetics on Stationery Products: UFlex developed season or when walking on slippery surfaces as there is
a Plastic-grade Hot Stamping Foil solution in FY23 not enough friction. The laser embossing on shoe soles
that is used for a very wide range of applications such developed by UFlex Printing Cylinders business helps
as writing instruments, picture frames, wall clocks, make shoe soles skid-free and safe for use, providing a
etc. much-needed solution to users. This product is suitable
• BEEDS Design for HM and Sequins Film: The for different geographical and weather conditions.
Holography BEEDS design with moving dots effects
Aesthetic effect on shoe foxing through laser embossing:
offers a unique and visually appealing option for
The aesthetic effect of shoe foxing (the upper layer of shoe
Hot-Melt Film and Sequins film used in textile
sides) makes footwear more attractive and appealing
applications.
to customers. This innovation from UFlex’s Printing
• Checkered Pattern Hot Stamping Foil: In the world Cylinders Business can help shoe manufacturers rapidly
of textiles, adding unique and eye-catching designs to multiply their revenues. In addition, this embossing on
fabrics is crucial to stand out in a competitive market shoe foxing creates a higher demand for such footwear
and one such method from UFlex that has gained in the market.
popularity is hot stamping foil, a versatile decorative
technique that imparts brilliance, vibrancy, and The anti-skidding pattern on foot mats through laser
sophistication to textiles. embossing: This is another innovative solution from
UFlex’s Printing Cylinders Business that creates a
(vi) Printing Cylinders Business 3D anti-skidding effect on PVC sheets through laser
embossing. Such skid-free embossing can be used in the
The Business traverses the complete printing life
manufacturing of foot mats. Moreover, different anti-
cycle from design to print and offers infallible printing
skidding patterns created by this innovation are in high
consistency and eco-friendly products to its customers
demand.
in the converting industry.
The Business has a wide range of product offerings Embossing Effect on Fabrics: While embossing has
including Electromechanical Engraved Printing found broad applicability in advertising and marketing
Rotogravure Cylinders, Robotic Laser Engraved industries, it has remained a challenge for the Indian
Rotogravure Cylinders, Embossing Rotogravure textile businesses. Addressing this challenge creatively
Cylinders, Specialized Rotogravure Cylinders (High & for the first time in India, UFlex has developed embossed
Low GSM Coating and Anilox Rollers), Flexographic cylinders to produce an embossing effect on fabrics.
Printing Plates (Esko CDI Crystal Imager & Kodak Flexcel Attal Promotional Bags: The product packs some
NX System) and Flexo Elastomer Plates and Sleeves. unique features like two layers metallic effect in halftone
The Business has manufacturing facilities in Noida and without using metalized films with special security
Jammu and assures the highest standards of quality and features like micro text, dot security, and line security.
time-bound deliveries. Its Noida manufacturing facility is
equipped with a fully automatic Robotic Laser Engraving Carving Effect through laser embossing on hard PVC,
line for manufacturing Rotogravure Cylinders. used for home décor: This product finds its use in home
décor like decorating modular kitchens, table covers,
Carving effect through laser embossing on PVC: Carving door mats, floor mats, car floor mats, etc. The product
Effect through laser embossing on PVC is an exciting new is durable, cost-effective, and provides an enhanced
product from UFlex’s Printing Cylinders business that aesthetic appeal.
has many attractive applications for home decoration. It
can enhance the attractiveness and aesthetics of home Laser embossing on shoe soles to make shoes skid-
interiors like modular kitchens, table covers, door mats, free: With laser embossing, UFlex provides various

34th Annual Report 2022 - 2023 43


patterns on footwear to make it suitable for different printing various substrates for packaging applications.
geographical and weather conditions. UFlex made some innovations to make it even more
efficient by enabling auto changeover, where with a
Aesthetic effects on shoe foxing (upper layer of shoe
press of button, trolleys at multiple stations are changed,
sides) through laser embossing: Aesthetic effects on
saving significant time.
Shoe foxing make shoes more attractive, appealing, and
differentiated. TOROSLIT-1650, a high-speed Turret Slitter for Wide
Anti-skidding patterns on foot mat (made of PVC) Web Widths: To meet the demand for high-quality
through laser embossing: With this innovation, a 3d slitters, UFlex developed a high-speed turret slitter with
effect (anti-skidding) is created on a PVC sheet through a web width of up to 2200mm. Owing to its advantages,
Laser embossing. TOROSLIT range is fast emerging as the preferred slitter
for packaging film manufacturers worldwide.
(vii) Engineering Business
Accu Slit-3300: After the successful performance of Accu
The business manufactures high-end machines for the Slit-2500 and Accu Eco Slit-3000, the Business developed
Converting and Packaging Industries. CI Flexo printing, a New Slitter of width 3300, christened Accuslit-3300 for
Rotogravure printing, Laminators (solvent-less, solvent- slitting Metalised BOPP and other substrates.
base, Combi, and Extrusion Coating), Slitters, Pouch
HALL OF FAME
Making have been serving the Converting Industry
whereas a complete range of Form-Fill-Seal, Wrapping, In FY23, UFlex was conferred with leading industry
and special purpose machines cater to all kinds of awards and recognition such as:
packaging needs. In addition, the business also offers • ‘Outstanding Work in Circularity Award’ in Large
wide web slitter and special-purpose coating machines Enterprises at the Indian Circular Economy Forum
for targeted applications. The machines are well- ACE Award 2022 for its sustainability-driven initiatives
established in domestic as well as international markets. that help create a circular economy.
To address the challenge of recycling multi-layer mixed • Best Employer Brand Award in the Global Best
plastic waste, the business designed the ReLAM 250, an Employer Brands 2023 segment at the World HRD
advanced multi-layer recycling machine, in line with Congress 2023, presented by Times Ascent.
European standards, which turns mixed plastic waste
• ‘Best Organization in HR Practices’ at the National
into a granulated product called pellet, without the need
Management Summit 2022 organized by Top Rankers
for separation of layers, thus dispelling the myth that
Management Club.
multi-layer plastic cannot be recycled. Pellets formed
out of this machine can be used to make various useful • Silver Award for Technical Innovation at the Flexible
molded products like dustbins, outdoor benches, paver Packaging Achievement Awards 2023, organized by
tiles, other household, and office articles, and more. the FPA, for our F-UHB-M Ultra High Barrier & High
Metal Bond Metallized Polyester Film for aluminum
The business stands committed to research-led
foil replacement.
innovation, market-leading product development, and
delivering on customer and market expectations. • The IIP’s National IndiaStar and PacMachine 2022’
Awards for Excellence in Packaging
Accu Slit-3300: After the successful performance of Accu
Slit-2500 and Accu Eco Slit-3000, the UFlex Engineering I. B-TGM Multi Layered Mono-material BOPP Film
Business design team has developed Accu Slit-3300, the with Superior Oxygen & Good Moisture Barrier
new slitter of width 3300, for slitting Metalized BOPP and for Pouch Packaging
other substrates in Q4, FY23. II. Fully Recyclable 10 Kg Peacock Rice Pack in
Mono PE format
LPFS-4U: UFlex launched a machine in Q3, 2022,
called LPFS-4U or 4 UP Linear, Pick, Fill, and Seal that III. Registered Lens Technology with Holography
guarantees speed, performance, safety, and hygiene and Solution to Prevent Counterfeiting and Enhance
caters to environment-conscious brands. Aesthetics

Quick changeover in Rotogravure Printing: IV. Transparent UV HRI Customised Holographic


Rotogravure printing involves a rotary press with Film for Lamination
cylinders typically rotating at high speeds used for V. Water-Based Printing Inks

44 UFLEX Limited
CIN: L74899DL1988PLC032166
• SIES SOP Star Awards 2022 for Packaging Innovation Decorative Textile Industry for Innovations &
and Creativity. Creativity Category
I. ‘F-ISB’ Special Polyester Film for Cold forming V. 3D Flower Design through Laser Embossed
for Alu-Alu Blister Packaging Application for Cylinder on Artificial Leather (PVC/PU/Paper)
Packaging Materials & Components Category for Innovations & Creativity Category
II. Flexbeam Offset EB Inks for Comexi VI. Plastic Decorative through Laser Embossed
‘Ci8’ Machine for Packaging Materials & Cylinder for Fashion and Textile Decorative
Components Industry for Innovations Structural & Graphic
III. Flexfoil Universal Heat Seal OP Ink for Foil Design Category
based Food & Pharma Blister Packaging VII. Holographic Lens Effect with a Floating Image
Application for Packaging Materials & to Prevent Counterfeiting for Innovations &
Components Category Creativity Category
IV. Stitching & Twining effect on different VIII. Holographic Lidding Foil for Pharma
substrates like Leatherette (PU/PVC) with Packaging Application for Innovation – R&D
Laser Embossed Cylinder for Labelling & Category
Decoration Category IX. Supreme Security Master Fresnel & Sterling
V. Holographic Lens Label with Re-Registered Stamping Foil for Anti-Counterfeiting
Ripple Lens Effect for Premium Whisky for Applications and Premium Aesthetics for
Labelling and Decoration Category Innovation – R&D Category
VI. Registered Lens Technology with Holography X. Combi Laminator for Packaging Lamination
Solution to Prevent Counterfeiting and Applications for Innovations & Creativity
Enhance Aesthetics for Fortune Drinking Water XI. High-barrier Transparent Recyclable
Application for Labelling and Decoration Laminate for Namaste India Gold Standard
Category Milk Powder Packaging for Innovations and
Creativity Category
VII. Anti-Counterfeit Holographic Lidding Foil for
Pharma Blister Pack for Pharmaceutical & XII. Customized Profile Pouch with V Notch
Medical Category and D-shape Handle for MTR Idli Batter for
Innovations & Creativity Category
VIII. CTCH Collar-type Packaging Machine for
Snack Packaging for Packaging Machineries/ XIII. Fully Recyclable Transparent Barrier Laminate
Systems Category for Snacks Pack in PP Mono Polymer for
Innovations & Creativity Category
IX. Unique Shape Spout Pouch with Good
Standability for MBS Beverage Packaging XIV. 3 Layer Met PE-based Recyclable Laminate
‘Pop Pack’ for Beverages Packaging Category with Excellent Bond strength for P&G Head &
Shoulders Shampoo Sachet for Best Branding
• IFCA Star Awards 2022 for global recognition for Category
excellence in Innovations and Creativity. XV. High Barrier PE-based Flexible Packaging
I. F-ISB PET Film for Cold Blister Packaging Structure with Easy Tear-ability for P&G Vicks
Applications for Innovations & Creativity Action 500 for Innovation – R&D Category
Category XVI. PE/PE Based Mono-material Laminate
II. B-TGM Outstanding Oxygen Barrier Packaging Structure for P&G Gillette Guard for
Transparent BOPP Film for Food Packaging Innovation – R&D Category
Application for Innovations & Creativity XVII. FLEXITUBES with High-end Graphics and
Category Matte Finish for Denver for Best Branding
III. FLEXCOAT AQUABAN - Water Repellent XVIII. Aspetic Liquid Packaging Structure for
Coating for Kraft Paper used as Inner Liner in Nutricharge Refresher with Holographic
Corrugation Box for Innovations & Creativity Effect for Best Branding Category
Category The UFlex Chemicals Business division has won
IV. Artificial Leather Effect on PVC/PU/Paper a FICCI Chemicals & Petrochemicals Award for
through Laser Embossed Cylinder for Efficiency in Water Use.

34th Annual Report 2022 - 2023 45


Patents and Certifications: This shift has widened business opportunities and growth
1. The UFlex Packaging Films Business has been in the printing and packaging Industry. Further, the
granted a patent for its innovative research industry is driven by key factors like rising population,
methodology to develop Thermoplastic Films increase in income levels and changing lifestyles. Growth
Having Asymmetric Properties (Patent No.: prospects of end-user segments are contributing to rise in
425294). the demand of the flexible packaging industry. Demand
from rural sector for packaged products is being fuelled
2. The only packaging manufacturer to be featured by the increasing media penetration through the means
amongst the top 200 Business World India’s of internet and television. India is emerging as the most
Most Sustainable Companies 2021. favoured destination for organized retail destination
3. The UFlex chemicals business division has been in the world. Furthermore, presence of E-commerce is
conferred a ‘Certificate of Appreciation’ award expanding rapidly and is bringing around a revolution in
by the National Safety Council of India Safety the retail industry. Retailers are now leveraging digital
Awards. This has been awarded in recognition retail channels thereby enabling wider outreach to
of appreciable achievement in Occupational customers with less amount of money spent on real estate.
Safety & Health. Therefore, organized retail and boom in e-commerce
4. The UFlex Chemicals Business has been awarded offers huge potential for future growth of retailing in India
a patent for its innovative research methodology which in turn is pushing the growth of packaging sector.
to develop Solvent free pigmented adhesive
and a process for its preparation’ (Patent No
Flexible Packaging Industry:
406417) Key Trends
5. The UFlex Packaging films business has been Increased Adoption of Flexible Packaging Over Rigid
awarded IMS Certification (ISO 9001:2015, Packaging
ISO 14001:2015, ISO 45001:2018) and Energy
Management Certification (ISO 50001: 2018). Major influencing factors in the global flexible packaging
market include the cost of raw materials, efficient cost of
6. The Chemicals business was acknowledged with production, and lightweight nature. Further, the demand
a ‘Certificate of Special Recognition’ by CII at from buyers and end customers is compelling the shift
for its Environment Health & Safety Practices at to flexible packaging. The advent of smaller packs and
the Northern Region EHS Competition. single-serve packaging has resulted in more packages of
lesser volume in 2020 and during COVID-19. The flexible
6. Financial & Operational packaging market also offers easy-to-use caps and
Performance - Overview closure functionalities that were previously one of the
(Rs. in Crores) reasons for slower adoption by users. Flexible pouches
2022-23 2021-22 have become the most sought-after product as they can
Consoli- Stand- Consoli- Stand- package products belonging to food, pharma, beverages,
dated alone dated alone FMCG, and others. Also, other flexible packaging
Total Income 14784.48 6817.01 13236.79 5720.59 products, such as aluminum foil and paper, have
Profit before 1878.50 761.75 2279.98 679.66 expanded their scope with many variations. Also, the
Finance, Cost, newer packages with increased protection features from
Depreciation & the external environment, combined with functionalities
Tax such as zips and spouts, are increasing the adoption of
Profit before Tax 806.04 317.12 1420.40 271.42 pouch packaging and, in turn, flexible packaging over
Profit for the Year 480.69 243.72 1098.26 222.33 rigid packaging. Hence, a greater number of products
that were earlier packaged in rigid materials have now
7. Opportunities, Key Trends & been replaced by flexible packaging.
Threats Usage of High-Barrier Plastic Packaging
Materials
Flexible packaging rescued the Indian E-commerce
business during the covid-19 pandemic, and the demand The barrier properties of films used in plastic packaging
for flexible packaging has skyrocketed post-pandemic. are important as it ensures that the food is not spoilt

46 UFLEX Limited
CIN: L74899DL1988PLC032166
and shelf life is increased. The advent of thinner Higher Operational Costs
packaging materials leads to a requirement for high-
Manufacturers of flexible packaging are getting
barrier properties. These barrier properties include the
increasingly concerned about inflation. Labor, energy
permeability of gases, water vapour, aroma compounds,
and transportation costs have created a competitive
and light. The polymers used in these plastic films are
industry with high operational expenses. Additional
the essential differentiating factor for the efficacy of
raw material price hikes are influenced by the crisis
such barrier films in maintaining the quality of packaged
between Russia and Ukraine, Russian sanctions, and
or processed foods. The flexible plastic packaging
the realignment of western and eastern countries in the
market widely uses high-barrier films for premium
geopolitical arena.
food protection. The lightweight nature and flexibility
of flexible packaging using these high-barrier films Environmental Consciousness
replace traditional packaging materials such as metal, With environmental awareness rising globally, there
rigid plastic, and glass. With the growing demand is a strong momentum towards sustainable solutions.
for high-barrier packaging, especially in the vacuum Stakeholders across the value chain are voicing their
packaging market due to its cost-effectiveness and concerns regarding the use of plastic packaging and
efficiency, recyclable high-barrier plastics such as stand- organizations are realigning themselves in this direction.
up pouches are preferred. Moreover, rising awareness
of eco-friendly and convenient packaging in the food
industry is also expected to increase the demand for
8. Future Outlook
high-barrier vacuum packaging in the flexible packaging The global market for flexible packaging has displayed
market. massive development in recent times. The main
parameter supporting the market’s development is the
Restraints escalating demand for packaged food. Furthermore,
the convenience of use & cost-effectiveness of flexible
Recycling Challenges With Flexible Packaging
packaging are the crucial parameters supporting the
Products
expansion of the global market. Moreover, the rising
Recycling flexible pouches and other products are consumer preference for convenience products will
cumbersome and not economically viable, as separating positively influence market performance over the review
those materials involves many processes. Unlike rigid era. Consumer preferences are changing due to smaller
plastic products, recycled flexible packaging cannot be households and busy lifestyles, needing simple products
used for packaging food and pharmaceuticals as per to open, carry, use, store, dispose of and serve their
FDA regulations. The recycled material can only be used on-the-go lifestyles. Consequently, product packaging
for other applications. The recycling process involves that complements modern lifestyles is becoming more
the collection of waste, sorting, and recycling. In these popular. In addition, the growing consumer purchasing
processes, the materials undergo washing, shredding, power is also likely to catalyze the performance of the
categorization of plastic and extruding. Low-quality market over the review era. The factors such as changing
materials are disposed of or transferred to energy consumer lifestyles & consumption habits, adoption of
recovery centers, as end-users use only high-quality flexible packaging in a variety of end user industries,
material output. high market penetration of ready-to-eat meals, a high
number of working-class professionals, advancements
Further, presently, the supply of recycled plastics is in food processing techniques, and highlighting the
not robust. Also, the quality of recycled plastics is not benefits are also projected to boost-up the performance
uniform across all regions and facilities. The volume of the market over the coming years. The emergence of
of plastic required by converters is enormous, and the bio-based & biodegradable films and growing demand
supply side is yet to match the huge demand. This is one for packaging solutions across the food & beverage,
of the factors why the adoption rates are currently low healthcare & personal care industries that ensures
for recycled plastic and creates a recycling challenge in enhanced protection & convenience handling are the
the global flexible packaging market. Any fluctuation major growth driver for the Flexible Packaging Market.
in the quality or quantity has an immediate impact on Increase in demand for snack and convenience food
the prices of the end products and hence is currently not in small or single size portions fuels the growth of the
economically viable. flexible packaging market. The packaging industry is

34th Annual Report 2022 - 2023 47


moving toward flexible packaging, owing to its multi- Company’s processes. The Company has in place a well-
fold energy and environmental advantages. framed internal control system that authorizes, records,
and reports transactions to safeguard assets and protect
Today, the demand is increasing rapidly for flexible
against loss from unauthorized use or disposition.
packaging as it is used by the food and beverage, personal
The internal controls ensure the reliability of data and
and home care industries, as well as pharmaceutical,
financial information to maintain accountability of
to protect the countless life-enhancing and life-saving
assets. They are supplemented by extensive internal
products every day. And demand is increasing rapidly.
audits, management review, and documented policies,
The world’s population is projected to reach 8.5 billion
guidelines and procedures.
by 2030 and surpass 9.7 billion by 2050 (Source: https://
www.un.org/), necessitating a significant increase in The Company has a robust Internal Audit mechanism,
food production. Global supply chains will need to conducted as per the pre-approved calendar. Based
adapt to this growth, and flexible packaging will play a on the audit, Internal auditors periodically report on
critical role in delivery of safe and affordable products the design deficiency and operational inefficiency, if
to consumers, improving accessibility no matter any, apart from recommending further improvement
where they are. Further, growing global initiatives to measures, to accomplish the Company objectives more
promote sustainable packaging due to increasing plastic efficiently. The observations and agreed action plans
wastage on landfill is primarily fueling growth of the are presented quarterly to the Audit Committee that
sustainable packaging market. Thus, opportunities in reviews the adequacy of the controls implemented by
the flexible packaging market are the growing demand the Management.
for sustainable packaging and better substitute for
traditional packaging materials because of increasing Some significant features of the internal
awareness about hygiene. Consumer demand for eco- control of systems are:
friendly and sustainable product packaging has proven  The Audit Committee of the Board of Directors,
remarkably stable and robust throughout the societal comprising of independent directors regularly
changes that have occurred in the last several years. review the audit plans, significant audit findings,
However, the high costs of raw materials which are adequacy of internal controls, compliance with
required for making flexible packaging products, poor accounting standards as well as reasons for changes
recycling infrastructure end use restrictions on recycled in accounting policies and practices, if any;
flexible packaging and rapid changes in technology  A well-established Internal Audit team operates in
are the major factors expected to hinder the growth of line with best governance practices. It reviews and
flexible packaging market. reports to management and the Audit Committee
The Asia Pacific (APAC) region is the home to the fastest- about compliance with internal controls and the
growing economies and most populous countries in the efficiency and effectiveness of operations as well as
world. The region is expected to have the largest market the key process risks.
share in the coming years. The region provides great Both the Internal Financial Control and Legal
amount of opportunities for the growth of the flexible Compliance framework are subject to review by
packaging market due to the growing population. the Management in respect of their adequacy and
Further, the presence of organized retail sector, operational effectiveness. These systems in turn are
developing e-commerce sector, availability of low cost also reviewed by the Internal Auditors, Statutory
labour and the easily available raw materials as well Auditors and the Audit Committee.
as growing popularity of snacks and beverages in the
developing nations of the Asia Pacific region will drive 10. Risk Management
the market growth in the years to come.
While the world and businesses are recovering from the
impact of the COVID-19 pandemic, new external and
9. Internal Control System, their
internal risks continue to challenge businesses in every
Adequacy and Operative Effectiveness possible way amplifying existing risks. Not only are the
UFLEX believes in continued reinforcement of the nature of risks evolving, but the speed of risk is increasing
Financial and Operational Controls, intended to improve with faster time to impact. Geo-political situations like
transparency, accountability and effectiveness of the the Russia-Ukraine war and collapse of Silicon Valley

48 UFLEX Limited
CIN: L74899DL1988PLC032166
Bank in USA have further forced global businesses to risks and concerns. At UFLEX, risk management is a
revisit their operations, delivery, supply chains and continuous process of analysing and managing all the
contractual aspects. Risk Management is becoming business risks that arise owing to the dynamic industry
even more relevant as the risk landscape continues that the Company operates within. The Risk Management
to evolve radically at a fast pace and thus Company Committee oversees the effectiveness of the risk
continues to focus on a system-based approach to management framework. The Company has formalized
business risk management. The management of risk & documented a detailed Manual on Internal Financial
is embedded in the corporate strategies of developing Control covering each activity involving Financial and
a portfolio of world-class businesses that best match Operational transactions, the probable risk underlying
organisational capability with opportunities in domestic those activities and the control tools to prevent such
and international markets, developing capabilities risks either through manual or automated process.
and competencies for the future in order to enhance
All the Financial, Operational and Legal risks associated
competitiveness and win in the markets of tomorrow.
at transactions and operational levels are taken care
The Company recognizes that risk is an integral part through the above systems. In addition to these, there
of business and is committed to managing the risks are other risks which arise during the course of decision
in a proactive and efficient manner. The Company’s making on strategic and corporate financial matters of
governance structure has well-defined roles and the Company.
responsibilities, which enable and empower the
The Company has identified following nature of risks
Management to identify, assess and leverage business
which may be associated with the decisions on Strategic
opportunities and manage risks effectively. The
and Corporate Financial matters of the Company.
Company periodically assesses risks in the internal and
external environment, along with the cost of treating • Political, Social and Economic Risks
risks and incorporates risk treatment plans in its strategy, • Market Risk
business and operational plans. The Company through • Technology Selection Risk
its risk management process, strives to contain impact
and likelihood of the risks. UFLEX’s approach for risk • Capital Structuring Risk
management flourishes on the ability to demonstrate • Exchange & Interest Rate Risk
agility and proactive management of unforeseen risks. • Credit Risk
The Company is committed for creating sustainable • Liquidity Risk
position through an in-depth understanding and
• Foreign Currency Risk
management of material risks, as well as maximizing
value by unleashing new opportunities. UFLEX practices • Commodity Price Risk
well-defined and established enterprise-level Risk The Management of the Company evaluates the above
Management Framework which is entrenched in the risks before taking any decision on strategic and
core business strategy and planning process of the corporate financial matters.
organisation. This enhances its ability to manage risks
and transform risks into opportunities as practically as On the basis of the aforesaid Risk Management Process
possible. The Framework is governed by an overarching followed by the Company the Risk Management
Risk Management Policy which clearly articulates the Committee and Audit Committee review & evaluate
Company’s approach for managing risks across the in detail the establishment and adherence of the
organization. Company’s Enterprise Risk Management System and
also review and evaluate the adequacy and efficacy of
The Company has a Risk Management Committee which the same.
plays an important role in supporting the Board in the
oversight and management of risk. The objective of Further, the Board reviews the recommendation of the
risk management activities is to recognise, assess, and Audit Committee on the establishment, adherence,
manage risks early on. It helps the timely implementation adequacy and efficacy of the Company’s Enterprise Risk
of appropriate measures to mitigate the identified Management framework.

34th Annual Report 2022 - 2023 49


11. Company’s Standalone and Consolidated Financial Performance & Analysis
Results of Operations
(Rs. in Crore)

Particulars Standalone Consolidated


Year ended Year ended Year ended Year ended
31-Mar-23 31-Mar-22 31-Mar-23 31-Mar-22
INCOME
Revenue from Operations 6778.89 5673.78 14662.51 13127.13
Other Income 38.12 46.81 129.42 108.98
Share in Profit / (Loss) of Associate for the Year 0.00 -- -4.99 4.30
Share in (Loss) of Joint Venture for the Year 0.00 -- -2.46 -3.62
Total Income 6817.01 5720.59 14784.48 13236.79
EXPENDITURE
Cost of Materials consumed 4504.83 3756.76 9304.95 8022.15

Purchase of Stock-in-Trade 81.10 29.62 81.1 101.64


Changes in Inventories of finished goods, work-in- -22.82 -82.19 -165.31 -364.31
progress and Stock-in-Trade
Employee benefits expense 560.60 506.79 1079.22 924.95
Other expenses 943.82 847.34 2630.27 2293.16
Expenses Allocated to Self Constructed Assets -12.27 -17.39 -24.25 -20.78
Total Operating Expenses 6055.26 5040.93 12905.98 10956.81
EBIDT 761.75 679.66 1878.50 2279.98

Segment-wise performance has been disclosed at Note No- 43 of the financial Statement.

12. Significant Changes in Financial Ratios


During the year, the significant changes in the financial ratios of the Company, which are more than 25% as compared
to the previous year are summarized below:

Standalone Basis
Financial Ratio FY FY Change Reason for change
2022-23 2021-22 (%)
Debt to Equity Ratio 0.85 0.65 30% The significant change in these ratios are due
to the additional borrowings during the year
coupled by increase in utilisation of working
capital facilities due to increase in the operational
volumes of the Company.
Details of other significant changes in key financial ratios, along with explanations thereof have been disclosed in Note
no. 50 of the Notes on the Financial Statements (Standalone) for the financial year ended 31st March 2023.

50 UFLEX Limited
CIN: L74899DL1988PLC032166
13. Human Resource Development/ objective. The Company had 7194 permanent employees
in Indian Operations as on 31st March, 2023. The
Industrial Relations Company maintains healthy, cordial and harmonious
Human Resources are vital and most valuable assets industrial relations at all level and in the Financial Year
for the Company. They play a significant role in the 2022-23, industrial relations across the Company were
Company’s growth strategy. The Company emphasizes cordial & harmonious.
on talent nurturing, retention and engaging in a
cordial, amicable and constructive relationship 14. Environment, Occupational
with employees with a focus on productivity and
efficiency and underlining safe working practices.
Health & Safety
UFLEX is a truly global organization that recognizes Environment is one of the most important aspects of
the capabilities, contributions, potential, and value Company’s business ethos and it believes in taking all
of its human capital. The Board of Directors also value the measures necessary to continuously improve its
the professionalism and commitment of all employees environmental performance over time. The Company
of the Company and place on record their appreciation is committed to ensuring environmentally sustainable
and acknowledgement of the efforts, dedication and and responsible operations to achieve highest standards
contribution made by employees at all levels that has of excellence. In terms of environmental performance,
contributed to Company’s success and remain in the UFLEX aims to minimise impact and create a positive
forefront of flexible packaging business. footprint wherever possible. The company also ensures
a safe and healthy workplace for the wellbeing of its
People’s safety and well-being are the utmost priority
employees
to the organization. Our objective is always to identify
and adopt the best practices of every region in our work The Company being in the business of flexible packaging
culture. The Human Resource function of UFLEX leads plays a very important role in the conservation of natural
from the front and leaves no stone unturned to make a resources and reduction in carbon gas emission through
positive difference in the lives of its employees. Employee recycling and reprocessing of the waste materials
communication and engagement remain at the heart of and saving the land fill areas. The Company actively
Company’s approach and are facilitated by technology. promote, improve, develop and establish EHS policies,
To foster a more connected organization, the company work practices, standards and norms for all activities
has been using various media to stay connected with the across its manufacturing plants. As an environmentally
workforce, providing emotional support. The Company conscientious organization, the Company is mindful of
aims to help each employee reach their fullest potential, its responsibility towards sustainable ecosystem and
and thus employee development strategy is aimed at biodiversity.
creating a dynamic talent pipeline, capable of supporting
UFlex’ global sustainability initiative ‘Project Plastic Fix’,
the organization to meet evolving business challenges
is designed to form measures that focuses on solutions to
in the long run. The Company educate its employees
keep plastic in the economy and out of the environment.
through regular training which helps them acquire new
The Company aims to manage plastic waste stock and
skills, increase their productivity, climb the corporate
flow through its 4R approach to transform ‘Waste to
ladder and take up bigger responsibilities and above
Wealth’- Reduce, Reuse, Recycle & Return. Further,
all keep them motivated and aligned to organizational
for fulfilling the obligation of providing a safe and
goals.
healthy work environment, the Company continually
The Company believes in providing Equal Growth work towards identifying, assessing and managing
Opportunities to all those who have the ability and environmental impacts and health & safety risks of all
willingness to perform. The Company is committed activities & products.
to the growth and development of its employees to
strengthen their functional, managerial, and leadership
capabilities. The Company has a focused approach
with the objective of addressing all capability gaps and
preparing its employees to adapt to the fast-changing
external environment to meet the Company’s strategic

34th Annual Report 2022 - 2023 51


ANNEXURE –“E”

Statement of Disclosure of Remuneration


Pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014
The information required under Section 197 of the Act and the Rules made there-under, in respect of employees of the
Company, is follows:-

(a) The ratio of the remuneration of each director to the median remuneration of the employees of the
company for the financial year;

Non-Executive Director Ratio to Median Remuneration


Smt. Indu Liberhan 2.10
Shri Tara Sankar Bhattacharya 0.74
Shri Pradeep Narendra Poddar 1.24
Shri Alok Sabharwal (upto 31-10-2022) 0.25
Shri Paresh Nath Sharma 2.97
Shri Sujit Kumar Varma (w.e.f. 14.02.2023) 0.25
Executive Director
Shri Ashok Chaturvedi 390.69
Shri Jagmohan Mongia 50.09

(b) The percentage increase in remuneration of each director, Chief Financial Officer, Chief Executive Officer,
Company Secretary or Manager, if any, in the financial year;

Name of Person % Increase in Remuneration


Non-Executive Director
Smt. Indu Liberhan 13.33
Shri Tara Sankar Bhattacharya -33.33
Shri Pradeep Narendra Poddar 0.00
Shri Alok Sabharwal -50.00
Shri Paresh Nath Sharma* 1100.00
Shri Sujit Kumar Varma (w.e.f. 14.02.2023) # NA
Executive Director
Shri Ashok Chaturvedi (M.D.) 9.05
Shri Jagmohan Mongia (Whole Time Director) 1.76
Key Managerial Personnel (KMP)
Shri Rajesh Bhatia (CFO) 2.77
Shri Ajay Krishna (Company Secretary) 49.37
* Shri Paresh Nath Sharma was appointed as an Independent Director of the Company on 11.02.2022, therefore, percentage increase in his
remuneration is exponential
# Shri Sujit Kumar Varma was appointed as an Independent Director of the Company on 14.02.2023; therefore, it is not possible to calculate
percentage increase in his remuneration.

52 UFLEX Limited
CIN: L74899DL1988PLC032166
(c) the percentage increase in the median remuneration of employees in the financial year: 7.96%

(d) the number of permanent employees on the rolls of company

As on 31.03.2023 employees are 7194. However, the data taken for calculation of median remuneration of the
employee is 8296.

(e) Average percentile increase already made in the salaries of employees other than the managerial
personnel in the last financial year and its comparison with the percentile increase in the managerial
remuneration and justification thereof and point out if there are any exceptional circumstances for
increase in the managerial remuneration;

Average increase in salary of employees in 2022-23 was 8.00%. Percentage increase in the managerial
remuneration for the year was 8.17%.

(f) Affirmation that the remuneration is as per the remuneration policy of the company.

The Company’s remuneration policy is driven by the success and performance of the individual employees
and the Company. Through its compensation package, the Company endeavours to attract, retain, develop
and motivate a high performance staff. The Company follows a compensation mix of fixed pay, benefits and
performance base variable pay. Individual performance pay is determined by business performance and
the performance of the individuals measured through the annual appraisal process. The Company affirms
remuneration is as per the remuneration policy of the Company.

For & on behalf of the Board

Ashok Chaturvedi
Place : Noida Chairman & Managing Director
Dated : 30th May, 2023 DIN: 00023452

34th Annual Report 2022 - 2023 53


ANNEXURE-“F”
Information regarding Conservation of Energy, Technology Absorption and
Foreign Exchange Earnings and Outgo required under the Companies Accounts
Rule, 2014 and forming part of Directors’ Report

A. Conservation Of Energy making process of the Company. Energy efficiency /


The growth of the industry and its rapid industrialization conservation efforts are taken in the organization on
is putting tremendous pressure on the available continual basis. The Company continues to focus on
energy resources. The “Energy for All” initiative conservation of natural resources in general and of
represents a global commitment to address energy energy in particular. Since conservation of energy and
poverty and achieve universal energy access. By maximize output is need of hour, energy conservation is
prioritizing sustainable and clean energy solutions, an ongoing process in our organization and the Company
promoting partnerships, and leveraging technology has taken following steps for the same:
and innovation, the goal is to ensure that everyone has (a) Energy Conservation measures taken during
access to affordable, reliable, and sustainable energy financial year 2022-23
services, thereby contributing to social and economic
development, worldwide. The Company have been focusing upon energy
conservation as a part of Sustainability Drive.
In today’s world, the importance of energy conservation The Initiatives for Energy conservation may be
cannot be ignored. As we face the challenges of climate in reducing Power and Fuel (KWH, HSD/PNG)
change and depleting energy resources, adaptation consumption by maximizing the usage of Renewable
of energy-efficient practices is crucial for achieving Resources, optimizing the Manufacturing Processes,
sustainable development. In an era of increasing Improving the Production capacity of Equipment’s,
energy demand and environmental concerns, energy Upgrading Equipment’s that uses lower Energy,
conservation has emerged as a critical strategy for etc. These sustainability initiatives not only help to
achieving a sustainable future. The idea is to adopt energy provide the competitive Edge to the competitors but
conservation process to reduce energy consumption and also improve the bottom line of the organization.
promote for a greener world.
Energy conservation is the need of the hour to stay
In general, efforts and measures that we undertake
in the competitive world and is the way of doing
to limit energy consumption are called “Energy
Business. It improves the overall productivity and
Conservation”. Renewable energy sources can be
profitability to compete in the Business. It helps
replenished back in nature but Non-renewable sources
to open up the opportunities for innovation and
are not available for unlimited time and it takes millions
improved efficiency, while reducing risks arising
of years for regeneration. Our aim should be to reduce,
from price volatility and helping us manage natural
reuse, and recycle available resources. Alternate energy
resources.
sources like tidal energy, wind energy and solar energy
should be used to conserve fossil energy sources. The Company has taken several initiatives across
production Blocks and utilities to boost its energy
The energy conservation is crucial for mitigating
efficiency in order to achieve its commitment
climate change, protecting the environment, ensuring
towards reducing absolute energy consumption
energy security, reducing costs, promoting sustainable
and moreover specific energy consumption of
development, improving public health and driving
various products in terms of SPC (Specific Power
innovation. It is an integral part of transitioning to
consumption) and SFC (Specific Fuel consumption).
a more sustainable and low-carbon future. Energy
Company’s Energy management system is certified
conservation offers multiple benefits to industries,
with ISO 50001: 2018.
including cost savings, enhanced competitiveness,
regulatory compliance, improved sustainability profile, Below mentioned are few major Initiatives that the
CSR alignment, innovation opportunities and increased Company undertook and implemented successfully
energy security. Sustainable use of energy across its to realize the financial benefits during the financial
premises is an important element of business decision year 2022-23.

54 UFLEX Limited
CIN: L74899DL1988PLC032166
1. Reduction in Chiller Load with the installation provided for immediate corrective action, if its
of CLCT: temperature reduces from the set value.
The Company has installed Close Loop Cooling 9. In order to reduce the humming sound from
Towers of 2x150 CMH each, in order to reduce A-1 Transformer bus duct, additional insulators
the chilled water load of process by 200 TR. This were provided in the bus bar, resulting into safer
has resulted in energy savings by 110 KWH ie operations.
INR 54 Lac per year. 10. Optimizing 100 TR chiller operation for whole
2. Installation of High Efficiency Fan in place of plant and switching off 75 TR chiller to realise
conventional centrifugal fan. the benefits of Rs 4.41 lac/annum
On trial basis, the Company has installed one EC 11. Installation of VFD in Adhesive section AHU
+ Fan on air washer which has resulted in saving resulting into benefit of Rs 3.84 lac/annum.
of 6 KWh ie INR 3 Lacs per year. (b) Future Proposals for Energy Conservation
3. With the modification in the pipe lines, Line 3 Functional coated products developments - Offline
Chill Roll load can be transferred to Line 2 CLCT, coated product:
which will result in saving of 36 kwh, if Line 2 is R&D has developed function coated products for
stopped. polyester and BOPP film i.e. Acrylic Coating on
BOPP (Single and both side), PVDC Coated Polyester
4. Installation of New Cooling Tower in the AC
Film (Single and both side), Alternate side PVDC and
Plant
acrylic coating, LTS and MOB coated film.
The Company has installed new cooling tower in
The market potential of functional coated products
order to reduce the cooling water temperature
– 800 MT/month.
by 10 Deg F. This has resulted in reduction of
Chiller power and saving Rs. 23 Lacs per annum Steps are continuously being taken towards
innovation and renovation of products including
5. Installation of Gas Gen sets in order to new product development and enhancement of
eliminate operation of HFO based Gen sets: product quality/profile, to offer better products to
With the Installation of Gas Gen set of 8.70 MW, customers.
we have eliminated use of HFO Gen sets in NCR High seal strength in polyester Film (>2.5 kgf/
and improved environmental conditions. Inch):
6. Drive to plug air leakages and hot & cold Aim to increase the seal strength more than 2.5
Insulation Jobs. kgf/Inch in polyester film for lock seal application
As an ongoing drive, we have organized special with seals to itself for mono material solution w.r.t
drives to identify and plug air leaks in the Factory. sustainability solution.
This has resulted in saving of compressor power. Heat Seal Easy Tear Film
Likewise, condition of insulations also checked Aim to provide Excellent Easy Tear Property in MD &
regularly and damaged insulation portion is TD direction for sealing purpose for Ketchup Sachet,
replaced with new one, objective being to Shampoo Sachet packaging application.
prevent the energy losses.
Matt Barrier BOPP film
7. The Company has replaced the existing
Aim to provide barrier coating to reduce WVTR and
TF Heater panels with PLC/HMI controlled
OTR properties for matt BOPP film for overwrap
panels for faster response in controlling hot
application.
oil temperature to the process. Outdoor
manual isolator was replaced with outdoor Seal and easy peel polyester Film by Master batch
panel, resulting into safe and reliable contact root:
changeover. Similarly, the Company replaced Aim to develop polyester film by master batch root
25 years old 33 KV electrical panels in its plant to eliminate coating process and making it cost
with ABB make new generation panels. effective.
8. In order to improve reliability of TF Heaters BOPE film – Development of Biaxially oriented
at A-1, new temperature indicators were polyethylene (BOPE) film for standup pouch.

34th Annual Report 2022 - 2023 55


PBAT film – Development of Bio-degradable film for and skills, which in turn results in better quality
sustainability solution. products and increased productivity.
BSF film – Development of Batter separator film for The R&D has carried out multiple products,
Battery application. Certification, Patents, National Awards, processes
Alu Foil – Development of Aluminium Foil for Battery and technologies with continued focus to develop
application. through our creative edge, in a highly competitive
CuF – Development of Copper Foil for Battery industry by Investing in cutting-edge technology
application. for research and development of products in
accordance with global trends. We employ design
Low density PET Film – To Increase the yield of
thinking to connect with our consumers’ evolving
polyester film.
requirement. During FY2022-23, we added a range
Further, the following proposals are in process: of value-added features to our existing products and
• The Company is planning to install Air washers in successfully created differentiation for our products
the TDO Area of Line 02. This will shift the existing in the market. R&D team works hand-in-hand
chiller load on water cooled air washers. By this, with Production and Marketing team to introduce
we will be able to reduce Chiller load by 150 TR, and establish new products and to ensure proper
thereby reducing the electrical bill substantially. Quality, Output, Cost and efficiency. Our futuristic,
• As a sustainable project, the Company is planning high-quality products are our brand value. FY2022-
to generate Hydrogen from the solar power and 23 witnessed the launch of several new products
use this Hydrogen as 10 % replacement fuel in Gas and certification in IMS, Initiation for NABL (National
Gen sets & TF heaters, proportionately reducing Accreditation Board for Testing and Calibration
dependence on natural gas. Laboratories) certification and National awards
• The Company is planning to use power from to respond to the needs of its customers both in
group captive solar plant through open access. the domestic as well as international markets,
This will strengthen our commitment towards with concurrent commitment to improve quality
usage of renewable energy. and productivity. The capability to develop new
products boosts the morale and the culture of the
• The Company is planning to shift its oil heating
organization.
from natural gas to bio mass based fuel.
(c) Impact of measures at (a) & (b) above for Also, before commencing trials on the main plant,
reduction of energy consumption all new polymers, coating chemicals, are first tested
on Lab / pilot scale in extensively developed test
The measures taken have resulted in savings in cost
facilities. All the new product trials are taken under
of production, power consumption, reduction in
supervision of senior R&D personnel.
carbon dioxide emissions & processing time.
(d) The steps taken by the Company for utilizing II. The benefits derived like product improvement,
alternate source of Energy cost reduction, product development or import
substitution
The Company is using Piped Natural Gas, as a Fuel
for heat generation in lamination process. Product innovation and renovation, improvement
(e) The Capital Investments on Energy Conservation in yield, product quality, input substitution, cost
Equipment effectiveness and energy conservation are the major
benefits.
The Company has not made any major capital
investments during the year 2022-23. R&D are Product improvements in terms of quality
and quantity, conversion cost reduction, import
B. Technology Absorption
substitution, widening the product range etc.
I. The efforts made towards Technology Absorption
R&D has developed inline/offline coated and
The Company as a matter of policy exposes its
Coextruded/Compounded master batches products
technical staff to latest technological developments
and Water/Solvent based different type of coatings
by encouraging them to participate in domestic as
like Process Technology for product improvement,
well as global technical seminars and expositions;
cost reduction, product development.
this helps them to further improve their knowledge

56 UFLEX Limited
CIN: L74899DL1988PLC032166
Product Developed: easy handling and machinability. Owing to its
1) PET based Silica masterbatch solution of high oxygen and moisture barrier properties
40,000 ppm and 60,000 ppm for BOPET film and easy recyclability, the film has emerged as
handling a successful replacement for aluminium foil for
dried packaging application, enabling brands
The packaging films business has enhanced the
step closer to their sustainability goals.
handling methodology of BOPET films with the
development of a new PET Silica masterbatch 3) R-312 (Heat-seal coating for Alu/ lidding foil
solution that controls anti-blocking properties for pharmaceutical blisters application)
in BOPET film development. So far, the flexible Water base coating
packaging business had been using 6000 ppm
HSL Coating developed as replacement of VMCH
to 10000 ppm of Silica chips that comprises of
coating with following specialty -
7.5% to 12.5% dosing used of silica chips for
film production. Usage of Silica chips facilitates • Environment Friendly as it is water Based for
easy film roll handling, and prevents from issues Al-Foil to Al-Foil OR Polyester Sealing, where
like rippling, forming of wrinkles on the surface, presently available VMCH coating doesn’t
and blocking hazards. With the development seal with Polyester OR Replacement of VMCH
of value enriched Silica Master batch solution coating.
with up to 40000 and 60000 ppm, the packaging • It can be applied by Normal Gravure Coater.
films business has not only achieved higher • Goods Sealability between wide range of
anti-blocking properties but has also been temperatures
successful to make a significant reduction
• Cost-effective in use
in cost of production. Additionally, with this
development, the packaging films business has • Blister integrity comparable to conventional
been able to lower down the dosage level to systems
1.2% for film manufacturers. • Pharmaceutical lidding foil free of retained
solvents
Product has been commercialized with
production of 171.27 MT BOPET quantity of 10 & 4) F-TFE 12/15/19/23µ (THERMOFORMABLE
12 micron in each type of grade. BOPET FILM)

The value creation approx. 20 Cr/year cost “F-TFE” is Mono or Co-extruded transparent
saving from 40000 ppm and approx. 30 Cr/yr Biaxially-Oriented Polyethylene Terephthalate
from 60000 ppm of silica master batch. or BOPET film is specially designed for
thermoforming applications for depth formation
2) F-AFR-M - 12µ (Alu- Alu replacement metallized
and this film is recommended to be laminated
Polyester film) Offline coated product
with a sealant layer. Its outstanding properties
F-AFR-M is replacement of Al- Foil and 0.1 include high tensile strength, chemical stability,
Barrier properties targeted to achieved. dimensional integrity and transparency. It is an
Food packaging requires a strong packaging updated version of our existing grade of F-TFP.
structure that protects the content from a lot of In additionally, this film can be corona treated
extraneous factors that could spoil the product. on both sides or on a single side to enable
Responding to the packaging requirements of wettability for ink adhesion while printing. A
High barrier BOPET film F-AFR-M – In order to recent sample was approved by an LLP named
meet the exceptional barrier requirements for Print and Pack of Uzbekistan, and U-Flex
oxygen and moisture sensitive products e.g. produced 36 MT quantities of 12 microns, 15
milk powder, coffee packaging or beverage microns and 19 microns for them.
packaging, the Flexible Packaging Films
5) F POX- 12µ (Excellent Oxygen and Moisture
business division of UFlex has developed a
Barrier Transparent BOPET film) Offline
barrier BOPET film ‘F-AFR-M’ with metallization
coating
on one side and the option of corona treatment
on the other side. F-AFR-M offers metal bond F-POX’ is an excellent oxygen (0.5 cc/m2 /
strength of more than 600gm/25mm that allows day) and moisture barrier (2.0 gm/m2 /day)

34th Annual Report 2022 - 2023 57


transparent BOPET film with optical clarity. utilization. This concept has been developed for
Superior product than PVDC coated PET film the first time in this industry and is under Patent
and of EVOH PET film. It is also thermally stable approval process.
and achieves exceptional processability. This In the current scenario the requirement of
film enables see-through packaging while shorter run jobs forces many Changeovers per
functioning as a high aroma retention barrier. day, resulting in more down time. Further, it
Therefore, it is apt for storing dry and chilled adds to operational fatigue having ergonomic
food. issues for the operational team. Hence, the
6) F-ETB - 12µ (TRANSPARENT HIGH BARRIER innovative idea for INK TROLLEY QUICK CHANGE
EASY TEAR POLYESTER FILM) Offline coating OVER SYSTEM for rotogravure machine comes
F-ETB film has following features and sampling in with overall 50% (approx.) reduction in
done European market changeover time. Target is to set to complete the
whole change over process of complete 8 colour
• Excellent Easy Tear Property in MD & TD
machine along with doctor blade, impression
• Superior Oxygen barrier (1.0 cc/m2 /day) sleeve, ink circulation system and printing
• Good Moisture Barrier (< 25 gm/m2 /day in cylinder by bring in automation and performing
duplex structure) the whole operation at a press of a button for all
7) F-ETB-M - 12µ (METALLISED HIGH BARRIER colours. Only the Sleeve change over fitment is to
EASY TEAR POLYESTER FILM) Offline coating be done simultaneously by operator separately
during the automatic changeover process. This
F-ETB-M film has following features:
system was showcased in the recent Plastindia
• Excellent Easy Tear Property in MD & TD Exhibition in Feb’23 at Pragati Maidan where it
• Superior Oxygen barrier (<0.5 cc/m2 /day) was very well appreciated by the customers and
• Good Moisture Barrier (< 1.0 gm/m2 /day in visitors.
duplex structure) 11) HFFS ROTARY PACKAGING MACHINE FOR
• The metal bond between the metal & film is NON-TOBACCO PRODUCTS
100gm/25mm Machine: ROTARY NON-TOBACCO-800
8) F TFE- 160µ (PET BLISTER FORMING FILM) Purpose & Features —
Monolayer extruder
• Fully Automatic Horizontal Rotary Form Fill
F-TFE is especially designed to meet stringent & Seal Continuous Motion Machine Specially
requirements to replacement the PVC film, Designed For Non-Tobacco/ FMCG Product
which is carcinogenic and not green by as Like Spices, Powders, Hair Die Etc.
per polyester film for Thermoforming blister
• Machine Is Fully Automatic controlled through
application.
HMI.
15 MT resin produced at Malanpur and Film
• Speed 800 Packs Per Minute.
run conducted at JBF Dubai by May’22.
• Machine Can Pack In 3-Side Seal And 4- Side
9) Accu Slit-3300
Seal Pouches.
After successful performance of Accu Slit-2500
• Tape Joint Detection.
and Accu Eco Slit-3000, our design team got
motivated to develop the New Slitter of width • Empty Pouch Collection Without Stopping
3300, christened as Accuslit-3300 for slitting Machine.
Metalised BOPP and other substrates. In the • Safety Interlocking And 360 Degree Guarding.
FY23, we supplied 3 such slitters to Dharwad • Batch Collection As Per Pre-Defined Numbers.
plant, Mexico and USA in record time.
• Motorized Scrapper Setting.
10) Quick Changeover Trolley System
• Auto Roll Changer
Initiated with an objective to bring down the
Changeover time on printing machine. This Benefits
helps not only in time saving but also increases High speed automatic machine for this
the productivity and enhanced Capacity segment. This machine is having much higher

58 UFLEX Limited
CIN: L74899DL1988PLC032166
productivity at low cost, as compared to other • Heat-seal coating for ALU/ lidding foil for
machines. pharmaceutical blisters application
Commercial Impact • Thermoplastic Films Having Asymmetric
The machine is having very good market Properties – Patent granted on 15th March
potential because of its high productivity, 2023.
efficient operation, low power consumption • National awards – R&D has won six Nation
and very user friendly. awards for new innovation and creativity
Status - from:
Many machines are already running successfully • SIES SOP Star Awards 2022 (3 Nos)
at different customer sites after its launch.
• IFCA Star Awards 2022 (2 Nos)
12) FORM FILL SEAL MACHINE
• The Indian Institute of Packaging national
Machine: High Speed Vertical Form Fill Seal awards 2022 (1 Nos)
(FFS) Machine
III. In case of imported technology (imported during the
Purpose & Features
last three years reckoned from the beginning of the
• Designed for high-speed output to pack financial year)- NIL
different types of snacks.
IV. The expenditure incurred on Research and
• Fully automatic controlled through HMI with Development – 2022-2023 - Rs.144.98 Lacs.
multiple servo drives.
• Speed upto 140 packs per minute.
C. Foreign Exchange Earnings And Outgo
1. Activities relating to exports:
• Batch collection as per pre-defined numbers.
Initiatives taken to increase exports;
Benefits
development of new export markets for
• Gives benefits of low footprint for customer products and services and export plans:
due to high production rate.
The Company is at present exporting its products
• Low energy cost per pack.
to USA, Europe, Asia Pacific, Middle East, Africa
Commercial Impact & other countries. The Company is continuously
• Has very high market potential because of exploring possibilities of exporting products to
efficient operation with high productivity different markets.

• Saves packing cost per pack for the customer. 2. During the period under review:
Status (Rs. in Crores)
• Launched and running at certain customers’ a) Earnings in Foreign Exchange
facilities successfully for initial bulk trials with
i) F.O.B. value of export of 1252.24
suitable multi-head weigher.
manufactured/ Stock in Trade
ACHIEVEMENTS
ii) Service provided 9.47
• NABL Certification - ISO 17025:2017:
b) Expenditure
General requirements for the competence of
testing and calibration laboratories i.e. ISO i) CIF Value of Imports 1795.16
17025:2017 has been initiate from April’22. ii) Expenditure in Foreign Currency 29.94
• Patents: R&D department of Films Business For & On behalf of the Board
has filed four patents in this financial Year and
out of them one patent granted in the month Ashok Chaturvedi
of March, 2023. Place : NOIDA Chairman & Managing Director
• Monolayer PET blister forming film Dated : 30th May, 2023 DIN: 00023452

• Thermoformable Packaging Film

34th Annual Report 2022 - 2023 59


ANNEXURE – ‘G’

Business Responsibility
& Sustainability Report
SECTION A: GENERAL DISCLOSURES
I. Details of the listed entity
1. Corporate Identity Number (CIN) of the Listed Entity L74899DL1988PLC032166
2. Name of the Listed Entity UFLEX Limited
3. Year of incorporation 1988
4. Registered office address 305, 3rd Floor, Bhanot Corner,
Pamposh Enclave, Greater Kailash – I,
New Delhi – 110 048
5. Corporate address A-108, Sector-IV, Noida- 201301
6. E-mail [email protected]
7. Telephone 0120 - 4012345
8. Website www.uflexltd.com
9. Financial year for which reporting is being done 01-04-2022 to 31-03-2023
10. Name of the Stock Exchange(s) where shares are listed The BSE Limited
The National Stock Exchange of India Limited
11. Paid-up Capital Rs. 72,21,14,860
12. Name and contact details (telephone, email address) of Mr. Ritesh Chaudhry, Senior Vice President
the person who may be contacted in case of any queries (Secretarial) & Company Secretary,
on the BRSR report Email ID: [email protected]
Phone no.: 0120-4012345
13. Reporting boundary- Are the disclosures under this Disclosures made in this report are on a
report made on a standalone basis (i.e. only for the standalone basis
entity) or on a consolidated basis (i.e. for the entity and
all the entities which form a part of its consolidated
financial statements, taken together).

Products/services
14. Details of business activities (accounting for 90% of the turnover):

S. Description of main Description of business activity % of turnover of the


no. activity entity (FY23)
1 Flexible Packaging Flexible packaging manufacturer and exporter, with a wide 94.5%
Material variety product such as: Flexi-tubes, lids, confectionery
foils, others
2 Engineering Business Manufacturing major for top-of-the-line packaging, 5.5%
printing and allied machines

60 UFLEX Limited
CIN: L74899DL1988PLC032166
15. Products/Services sold by the entity (accounting for 90% of the entity’s Turnover):

S. Product/Service NIC Code % of total turnover


No. contributed
1 Flexible Packaging Material 22209 - Manufacture of other plastics 94.5%
products n.e.c

Operations
16. Number of locations where plants and/or operations/offices of the entity are situated:

Location Number of plants Number of offices Total


National 10 5 15
International 0 0 0
17. Markets served by the entity:
a. Number of locations
Locations Number
National (No. of States) 28 states & 8 Union Territories
International (No. of Countries) 150
b. What is the contribution of exports as a percentage of the total turnover of the entity?
19%
c. A brief on types of customers
Uflex is a leading multinational flexible packaging and solutions company, serving as a one-stop-shop for all
flexible packaging needs, serving varied sectors spanning FMCG, Consumer Product Goods, Pharmaceuticals,
Building Materials, Automobile and much more. Uflex serves a wide range of customers across various sectors
and geographies. Some of its global clients include P&G, PepsiCo, Coca-Cola, Nestle, Mondelez, L’Oreal,
Britannia, Haldiram’s, Amul, Kimberly Clark, Reckitt, Dabur, ITC, Perfetti, GSK, Agrotech Foods, Mars
Wrigley, Amcor, Mondi, UPM Raflatac among others.
Uflex provides flexible packaging solutions for products such as snack foods, candy and confectionery, sugar,
rice & other cereals, beverages, tea & coffee, dessert mixes, noodles, wheat flour, soaps and detergents,
shampoos & conditioners, vegetable oil, spices, marinates & pastes, cheese & dairy products, frozen
food, sea food, meat, anti-fog, pet food, pharmaceuticals, contraceptives, garden fertilizers and plant
nutrients, motor oil and lubricants, and automotive and engineering components.
18. Employees
Details as at the end of Financial Year:
a. Employees and workers (including differently abled):

S.No. Particulars Total (A) Male Female


No. (B) % (B / A) No. (C) % (C / A)
Employees
1. Permanent (D) 2,830 2,661 94 169 6
2. Other than Permanent (E) 0 0 0 0 0
3. Total employees (D + E) 2,830 2,661 94 169 6
Workers
4. Permanent (F) 4,364 4,349 99 15 1
5. Other than Permanent (G) 2,968 2,953 99.49 15 0.51
6. Total workers (F + G) 7,332 7,302 99.59 30 0.41

34th Annual Report 2022 - 2023 61


b. Differently-abled Employees and workers

S. Particulars Total Male Female


No. (A) No. (B) % (B / A) No. (C) % (C / A)
Differently Abled Employees
1. Permanent (D) 0 0 0 0 0
2. Other than Permanent (E) 0 0 0 0 0
3. Total differently abled employees (D + E) 0 0 0 0 0
Differently Abled Workers
4. Permanent (F) 3 3 0 0 0
5. Other than permanent (G) 0 0 0 0 0
6. Total differently abled workers (F + G) 3 3 0 0 0
19. Participation/Inclusion/Representation of women

Total (A) No. and percentage of Females


No. (B) % (B / A)
Board of Directors 6 1 16.67
Key Management Personnel 3 0 0
20. Turnover rate for permanent employees and workers

FY 2022-23 (%) FY 2021-22 (%) FY 2020-21 (%)


Male Female Total Male Female Total Male Female Total
Permanent Employees 16 31 17 15 34 16 13 21 14

Permanent Workers 17 50 17 13 47 13 15 33 15

21. Holding, Subsidiary and Associate Companies (including joint ventures)


(a) Names of holding / subsidiary / associate companies / joint ventures

S. Name of the holding / subsidiary Indicate whether % of shares held Does the entity indicated
No. / associate companies / joint holding/ by listed entity at column A, participate
ventures (A) Subsidiary/ in the Business
Associate/ Joint Responsibility initiatives
Venture of the listed entity? (Yes/
No)
1 Flex Middle East FZE Subsidiary 100
2 Flex Americas S.A. de C.V. Subsidiary 100
3 Flex P. Films (Egypt) S.A.E. Subsidiary 100
4 Flex Films Europa Sp.zo.o Subsidiary 100
5 Flex Films (USA) Inc. Subsidiary 100 No
6 Uflex Europe Ltd. Subsidiary 100
7 Uflex Packaging Inc. Subsidiary 100
8 UPET Holdings Ltd. Subsidiary 100
9 UPET (Singapore) Pte. Ltd. Subsidiary 100

62 UFLEX Limited
CIN: L74899DL1988PLC032166
S. Name of the holding / subsidiary Indicate whether % of shares held Does the entity indicated
No. / associate companies / joint holding/ by listed entity at column A, participate
ventures (A) Subsidiary/ in the Business
Associate/ Joint Responsibility initiatives
Venture of the listed entity? (Yes/
No)
10 Flex Films Africa Pvt. Ltd. Subsidiary 100
11 Flex Films Europa Korlatolt Subsidiary 100
Felelossegu Tarsasag
12 Flex Films Rus LLC Subsidiary 100
13 LLC Flex Chemicals Pvt. Ltd. Subsidiary 100
14 Flex Foils Bangladesh Pvt. Ltd Subsidiary 100
15 Flex Specialty Chemicals Egypt Subsidiary 100
S.A.E. No
16 Plasticfix Europa Spolka Z Subsidiary 100
Ograniczona Odpowiedzialnoscia
17 Flex Pet (Egypt) S.A.E. Subsidiary 100
18 USC Holograms Pvt. Ltd. Subsidiary 68
19 Flex Foods Limited Associate 47.15
20 Digicyl Pte. Ltd. Joint Venture 50
21 Digicyl Ltd. Joint Venture 50

22. CSR Details


(i) Whether CSR is applicable as per section 135 of Companies Act, 2013: (Yes/No) - Yes
(ii) Turnover (in Rs.) – 6778.89 Cr.
(iii) Net worth (in Rs.) – 2819.63 Cr.
23. Transparency and Disclosures Compliances
Complaints/Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible
Business Conduct:
Stakeholder Grievance Redressal FY 2022-23 FY 2021-22
group from whom Mechanism in Place
complaint is (Yes/No)
received
(If Yes, then Number of Number of Remarks Number of Number of Remarks
provide web-link complaints complaints complaints complaints
for grievance filed during pending filed during pending
the year resolution at the year resolution at
redress policy)
close of the year close of the year
Investors (other Yes Over the course of FY2023 and the preceding fiscal year, Uflex has demonstrated a steadfast
than shareholders) commitment to proactively addressing the needs and concerns of all our stakeholders.
This commitment is deeply embedded within our corporate ethos and is a core pillar of our
Shareholders Yes
operations. Our approach has been predicated on the principle of open, transparent, and regular
engagement, aimed at creating a robust mechanism for dialogue, feedback, and resolution of
potential concerns.
Employees and Yes
workers We have instituted a well-defined engagement process which is regularly followed to ensure
Customers Yes the effective gathering of feedback, the understanding of our stakeholders’ perspectives, and
the timely resolution of any potential issues, complaints, or grievances. This process reflects
the importance we place on our stakeholders’ views and experiences and is a testament to our
dedication towards fostering a culture of mutual respect and understanding.

34th Annual Report 2022 - 2023 63


Stakeholder Grievance Redressal FY 2022-23 FY 2021-22
group from whom Mechanism in Place
complaint is (Yes/No)
received
(If Yes, then Number of Number of Remarks Number of Number of Remarks
provide web-link complaints complaints complaints complaints
for grievance filed during pending filed during pending
the year resolution at the year resolution at
redress policy)
close of the year close of the year

Value Chain Yes Throughout our interactions, we have sought to actively listen, understand, and respond
Partners effectively to our stakeholders’ concerns, whether they are related to our interventions,
operations, or broader corporate actions. We have endeavored to ensure that each concern is
thoroughly investigated, thoughtfully addressed, and conclusively resolved to the satisfaction
of the stakeholder involved.
We are pleased to report that, as a result of these rigorous efforts, no grievances were raised
by stakeholders during our interactions in FY2023 and the preceding fiscal year. This is not only
indicative of the success of our engagement efforts but also reinforces our commitment to
maintaining a harmonious relationship with our stakeholders.
As we move forward, we remain steadfast in our commitment to maintaining this open and
transparent line of communication with our stakeholders. We understand the vital importance
of ensuring their voices are heard, and their concerns are promptly and effectively addressed.
We are unwavering in our commitment to uphold these principles, as we believe they are
integral to our continued growth, success, and the fostering of strong, positive relationships
with our stakeholders.

24. Overview of the entity’s material responsible business conduct issues.


Please indicate material responsible business conduct and sustainability issues pertaining to environmental and
social matters that present a risk or an opportunity to your business, rationale for identifying the same, approach
to adapt or mitigate the risk along-with its financial implications, as per the following format:

S. Material issue Indicate Rationale for identifying the In case of risk, approach to Financial implications of the
No. identified whether risk or risk / opportunity adapt or mitigate risk or opportunity (Indicate
opportunity (R/O) positive or negative
implications)

1 Environment Risk and Risk: Poses risks such as Emphasizing rigorous Negative: Risk of operational
Impact Opportunity environmental degradation, adherence to environmental failure or breakdown owing to
pollution, resource depletion regulations and fostering impact of environment on the
and legal liability awareness among value chain supply chain or the processes
Opportunity: Offers partners Positive: Opportunity to
opportunities such as contribute to environment
innovation, efficiency preservation and thereby
improvement, waste gaining stakeholders trust
reduction and stakeholder
engagement

2 Operational Opportunity Operational efficiency - Positive: Enhanced saving


Efficiency and and sustainable processes via optimized processes,
Sustainable drive cost savings, while contributing to the
Processes resource optimization, and environmental safeguarding.
environmental responsibility,
ensuring a balance between
productivity and long-term
sustainability.

3 Product Innovation Opportunity Research and development, - Positive: Improving the


and Design along with technological quality of products and
advancements, present customer satisfaction can
opportunities for quality expand market reach and
improvement, efficiency increase market penetration
enhancement, and gaining a
competitive advantage.

64 UFLEX Limited
CIN: L74899DL1988PLC032166
S. Material issue Indicate Rationale for identifying the In case of risk, approach to Financial implications of the
No. identified whether risk or risk / opportunity adapt or mitigate risk or opportunity (Indicate
opportunity (R/O) positive or negative
implications)

4 Disaster and risk Risk and Risk: Disaster and risk Strategizing disaster and risk Negative: Possibility of
management Opportunity management entails response through conducting encountering challenges that
addressing potential in-depth risk assessment could lead to disruptions
risks such as disruption, checks; and conducting in the supply chain or
damage, and loss resulting regular monitoring activities manufacturing process,
from unforeseen events or while engaging internal as ultimately impacting
emergencies. well as external stakeholders production

Opportunity: This discipline Positive: Enhancing safety


also provides opportunities protocols and implementing
to foster resilience, facilitate rigorous reviews can
effective recovery, and effectively mitigate potential
promote continuous learning disruptions and thereby
from past incidents, leading reduce loss possibility
to improved preparedness
and mitigation strategies.

5 Employee Relation Opportunity Cultivating strong employee - By enhancing operational


and safety relations and safety fosters a efficiency, minimizing
positive work environment, employee absences and
boosts morale, enhances turnover rates, fostering
workplace safety measures, a culture of engagement
reduce accidents, and ensure and satisfaction, reducing
a motivated and engaged healthcare expenditures,
workforce, leading to a attracting and retaining
more efficient and resilient top-tier professionals, and
organization bolstering brand reputation

6 Community Opportunity Community engagement - Promoting social cause and


Relation and CSR and CSR initiatives present working with the community
opportunities for community helps gather market trust and
goodwill, positive community expand with collaborative
impact, and alignment with support.
stakeholders’ expectation and
vision

7 Business Ethics & Risk and Risk: Business ethics and Emphasizing the importance Negative: Escalating levels of
Integrity Opportunity integrity pose potential risks of rigorous policy adherence, regulatory scrutiny bring forth
including ethical breaches, efficient implementation, the possibility of setbacks,
reputational damage, and regular internal or external including potential penalties
legal liability. reviews, and comprehensive or fines, increasing the risk of
audits takes precedence. failure
Opportunity: Embracing
business ethics and integrity Positive: Capitalizing on the
offers opportunities expanding market acceptance
for ethical leadership, of ethical business and unlock
stakeholder trust, and social new possibilities and foster
responsibility. exponential growth

8 Disclosure Opportunity By disclosing relevant - Positive: Transparent


and reliable information practices play a crucial role
about our activities and in shaping a favorable public
performance, we seize image and fostering trust with
opportunities to build trust, investors and stakeholders.
foster accountability, and
enhance our reputation
among stakeholders and the
public.

34th Annual Report 2022 - 2023 65


SECTION B: MANAGEMENT AND PROCESS DISCLOSURES
The purpose of this section is to support businesses in showcasing their organizational structures, policies, and
processes that have been established to embrace and implement the Principles and Core Elements outlined in the
National Guidelines on Responsible Business Conduct (NGRBC).

S. No. NGRBC Principles


P1 Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical,
Transparent and Accountable.
P2 Businesses should provide goods and services in a manner that is sustainable and safe
P3 Businesses should respect and promote the well-being of all employees, including those in their value
chains
P4 Businesses should respect the interests of and be responsive to all its stakeholders
P5 Businesses should respect and promote human rights
P6 Businesses should respect and make efforts to protect and restore the environment
P7 Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is
responsible and transparent
P8 Businesses should promote inclusive growth and equitable development
P9 Businesses should engage with and provide value to their consumers in a responsible manner

Disclosure Questions P P P P P P P P P
1 2 3 4 5 6 7 8 9
Policy And Management Processes
1. a. Whether your entity’s policy/policies Y Y Y Y Y Y Y Y Y
cover each principle and its core
elements of the NGRBCs. (Yes/No)
b. Has the policy been approved by the Y Y Y Y Y Y Y Y Y
Board? (Yes/No)
c. Web Link of the Policies, if available https://www.uflexltd.com/policies.php
2. Whether the entity has translated the Y Y Y Y Y Y Y Y Y
policy into procedures. (Yes / No)
3. Do the enlisted policies extend to your N N N N N N N N N
value chain partners? (Yes/No)
4. Name of the national and international Uflex adheres to rigorous standards and certifications across
codes/ certifications/ labels/ standards various domains. The company is ISO 9001 certified for
(e.g. Forest Stewardship Council, maintaining high-quality management systems. It also complies
Fairtrade, Rainforest Alliance, Trustee) with ISO 14001 for effective environmental management and ISO
standards (e.g. SA 8000, OHSAS, ISO, BIS) 45001 for occupational health and safety. Uflex demonstrates
mapped to each principle. its commitment to energy management through ISO 50001
certification and risk management through ISO 31000. The
company’s testing and calibration laboratories adhere to ISO/IEC
17025, ensuring accurate results. Uflex is ISO 22000 certified for food
safety management and ISO 15378 certified for pharmaceutical
packaging materials. It follows ISO 14298 for security printing and
ISO/IEC 27001 for information security management. Additionally,
Uflex holds various certifications and memberships, including
ITSA, IHMA, Halal India Certification, Forest Stewardship Council
(FSC), BRCGS, SEDEX, Agmark, Workplace Assessment for Safety
and Hygiene, ASPA membership, and the HSSMS certificate.

66 UFLEX Limited
CIN: L74899DL1988PLC032166
Disclosure Questions P P P P P P P P P
1 2 3 4 5 6 7 8 9
5. Specific commitments, goals and targets Uflex Limited is dedicated to ensuring a clear direction for its
set by the entity with defined timelines, if operations and growth. In pursuit of this, the company is currently
any. undertaking a comprehensive process to formulate its goals and
targets. These goals and targets are being carefully crafted to align
with a set of 9 principles, which serve as a guiding framework for
Uflex Limited’s strategic planning.
By adhering to these principles, Uflex Limited aims to foster
a strong foundation for its business practices. The company
recognizes the importance of setting specific, measurable, and
time-bound targets that reflect its commitment to various aspects
such as sustainability, social responsibility, innovation, customer
satisfaction, and more.
Through this ongoing effort, Uflex Limited seeks to establish a
roadmap that outlines its aspirations and the specific milestones
it aims to achieve within defined timelines. By aligning its goals
and targets with these 9 principles, Uflex Limited aims to ensure
a holistic approach to its operations, emphasizing accountability,
transparency, and long-term success.
6. Performance of the entity against the Not applicable
specific commitments, goals and targets
along-with reasons in case the same are
not met.
Governance, leadership and oversight
7. Statement by director responsible for the business responsibility report, highlighting ESG related challenges,
targets, and achievements (listed entity has flexibility regarding the placement of this disclosure)
Uflex, a global leader in flexible packaging materials and solutions, continues to demonstrate a robust
commitment to environmental, social, and governance (ESG) challenges. This commitment is evident in the
company’s proactive approach to sustainability and responsible business practices that seek to create long-
term value for all stakeholders.
Environmental responsibility remains at the forefront of Uflex’s agenda. The company’s global sustainability
initiative, ‘Project Plastic Fix’, is designed to provide solutions that keep plastic in the economy and out of the
environment. This initiative underscores Uflex’s four-pronged approach towards waste management, known as
the 4R strategy: Reduce, Re-use, Recycle and Return.
Uflex has consistently been an innovator when it comes to sustainable solutions. Its Asclepius film, made with up
to 100% post-consumer recycled PET content, represents a significant reduction in carbon footprint compared
to virgin BOPET grades. This product underscores the company’s commitment to the circular economy and has
received recognition for its sustainability and low carbon footprint. Such initiatives highlight Uflex’s dedication
to reducing plastic waste and contributing to a closed loop ecosystem.
The company’s efforts to recycle multi-layered plastic (MLP) waste into granules and its conversion of waste
plastic into fuel through its Pyrolysis plant are notable examples of its commitment to resource conservation
and waste reduction. Uflex also offers biodegradable packaging solutions that break down into harmless
components like water, biomass, and carbon, when in contact with soil, thereby addressing concerns related to
uncollected plastic waste.
Social responsibility and community development are integral parts of Uflex’s ethos. The company’s social
awareness campaigns emphasize the importance of understanding plastic’s role in the circular economy and
underscore the need for collective action to manage plastic waste.

34th Annual Report 2022 - 2023 67


Disclosure Questions P P P P P P P P P
1 2 3 4 5 6 7 8 9
Uflex is also taking significant strides towards carbon neutrality. The company aims to reduce almost
175,000 tons of carbon emission equivalent by the end of 2024. To this end, Uflex has partnered with Creduce
Technologies Ltd, aiming to co-create a time-bound strategy towards carbon neutrality. The company is also
committed to implementing various community development and outreach programs to meet its ESG goals.
On the governance front, Uflex’s approach ensures transparency, accountability, and ethical business practices,
facilitated by effective risk management practices and robust internal control systems. In conclusion, Uflex’s
commitment to ESG challenges is comprehensive and multi-faceted. The company continually strives to
innovate and drive change towards a more sustainable future, demonstrating its leadership in the flexible
packaging industry. As Uflex moves forward, it continues to set ambitious targets to further safeguard our
planet and create long-term value for its stakeholders.
8. Details of the highest authority responsible Shri Ashok Chaturvedi, Chairman & Managing Director
for implementation and oversight of the Email ID: [email protected]
Business Responsibility policy/policies Phone no.: 0120-4012345
9. Does the entity have a specified Committee Shri Ashok Chaturvedi, Chairman & Managing Director
of the Board/ Director responsible for Email ID: [email protected]
decision making on sustainability related Phone no.: 0120-4012345
issues? (Yes / No). If yes, provide details.

10. Details of Review of NGRBCs by the Company:

Subject for Review Indicate whether review was Frequency (Annually/ Half yearly /
undertaken by Director / Committee of Quarterly/ Any other – please specify)
the Board/ Any other Committee
P P P P P P P P P P P P P P P P P P
1 2 3 4 5 6 7 8 9 1 2 3 4 5 6 7 8 9
Performance against All of the organization’s policies are As and when required
above policies and approved by the Board and examined on a
follow up action regular or as and when deemed necessary.
Compliance with The organization has put together the As and when required
statutory requirements essential processes for compliance with
of relevance to the all relevant requirements.
principles, and
rectification of any non-
compliances
11. Has the entity carried P1 P2 P3 P4 P5 P6 P7 P8 P9
out independent
Yes, Uflex has actively pursued an independent assessment and evaluation of its
assessment/ evaluation
policies in collaboration with EY (Ernst & Young). The evaluation conducted by EY has
of the working of its
yielded valuable insights and comprehensive recommendations, which have played
policies by an external
a crucial role in enhancing the effectiveness of Uflex’s policies. This partnership
agency? (Yes/No). If yes,
demonstrates Uflex’s commitment to ensuring a robust and well-informed
provide the name of
policy framework that aligns with industry best practices and fosters continuous
agency.
improvement.

68 UFLEX Limited
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12. If answer to question (1) above is “No” i.e. not all Principles are covered by a policy, reasons to be stated:

Questions P P P P P P P P P
1 2 3 4 5 6 7 8 9
The entity does not consider the Principles material to its
business (Yes/No)
The entity is not at a stage where it is in a position to formulate
and implement the policies on specified principles (Yes/No)
Not Applicable
The entity does not have the financial or/human and
technical resources available for the task (Yes/No)
It is planned to be done in the next financial year (Yes/No)
Any other reason (please specify)

SECTION C: PRINCIPLE WISE PERFORMANCE DISCLOSURE


This section is aimed at helping entities demonstrate their performance in integrating the Principles and Core
Elements with key processes and decisions. The information sought is categorized as “Essential” and “Leadership”.
While the essential indicators are expected to be disclosed by every entity that is mandated to file this report, the
leadership indicators may be voluntarily disclosed by entities which aspire to progress to a higher level in their quest
to be socially, environmentally and ethically responsible.

Principle 1: Businesses should conduct and govern themselves with integrity, and in a manner
that is Ethical, Transparent and Accountable.
ESSENTIAL INDICATORS
1. Percentage coverage by training and awareness programmes on any of the Principles during the financial
year:

Segment Total number of Topics / principles %age of persons in respective


training and awareness covered under the category covered by the
programmes held training and its impact awareness programmes
Board of Directors At Uflex, we are steadfast in our commitment to the professional development of our
board members and key managerial personnel, emphasizing topics such as our business
sustainability. This aligns seamlessly with the NGRBC principles, which we view as a
Key
cornerstone of our corporate philosophy.
Managerial
Our internal stakeholders benefit from a variety of training modules, covering vital
Personnel
topics such as our Code of Conduct, Prevention of Sexual Harassment, and Health and
Employees other Safety. These modules ensure our team operates in a safe, respectful, and professional
than BoD and KMPs environment.
In our continued journey of knowledge and growth, we are working towards introducing
Workers
a periodic training program centered on the NGRBC principles. This initiative will further
enhance our culture of responsible and sustainable business practices, ensuring all team
members are not just informed, but proficient in integrating these principles into their
daily work. In doing so, we strive to maintain Uflex as a beacon of responsible business
conduct.

34th Annual Report 2022 - 2023 69


2. Details of fines / penalties /punishment/ award/ compounding fees/ settlement amount paid in proceedings
(by the entity or by directors / KMPs) with regulators/ law enforcement agencies/judicial institutions, in the
financial year, in the following format (Note: the entity shall make disclosures on the basis of materiality as
specified in Regulation 30 of SEBI (Listing Obligations and Disclosure Obligations) Regulations, 2015 and as
disclosed on the entity’s website):

Monetary
NGRBC Name of the Amount (In Brief of the Has an
Principle regulatory/ INR) Case appeal been
Enforcement preferred?
agencies/ (Yes/No)
Judicial
institutions
Penalty/ Fine In the fiscal year FY23, Uflex exhibited a strong commitment to regulatory and legal
compliance. Neither the company nor its directors or Key Managerial Personnel (KMPs)
Settlement
faced any monetary fines, penalties, or settlements from interactions with regulatory
Compounding fee bodies, law enforcement, or judicial institutions. This achievement demonstrates
our dedication to maintaining high standards of integrity and transparency in all our
operations.
Non-Monetary
NGRBC Name of the Brief of the Has an appeal been
Principle regulatory/ Case preferred? (Yes/No)
enforcement
agencies/
judicial
institutions
Imprisonment None
Punishment

3. Of the instances disclosed in Question 2 above, details of the Appeal/ Revision preferred in cases where
monetary or non-monetary action has been appealed.

Case Details Name of the regulatory/ enforcement agencies/ judicial institutions


Not applicable

4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available,
provide a web-link to the policy.
Uflex maintains a robust anti-corruption and anti-bribery policy, applicable uniformly across all our entities. Our
commitment to upholding the highest standards of integrity and ethical behavior is central to our operations
and all our interactions. We foster a culture of trust, accountability, and responsibility, treating all stakeholders
with the utmost respect and dignity. Every business decision we make takes ethical considerations into account,
reflecting our unwavering commitment to integrity. This commitment is a cornerstone of our reputation and
success, enabling us to build enduring relationships based on mutual trust and shared values.
Looking ahead, we plan to further fortify our anti-corruption measures through regular policy updates,
comprehensive training programs, and stringent monitoring mechanisms. Our aim is to ensure Uflex remains a
beacon of ethical business conduct in our industry and beyond.

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5. Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law
enforcement agency for the charges of bribery/ corruption.

FY 2022-23 FY 2021-22
Directors We are pleased to report that in both FY23 and FY22, our unwavering commitment to these
principles was evident as there were no recorded instances of bribery or corruption involving
KMPs our Directors, Key Management Personnel (KMPs), employees, or workers.

Employees This signifies our proactive approach to ensuring a culture of transparency and accountability
that permeates our organization. Consequently, no actions were necessitated by any law
Workers enforcement agency concerning these matters during these fiscal years.
At Uflex, we remain steadfast in our commitment to uphold the highest ethical standards,
fostering a culture that underscores our dedication to fairness, honesty, and professionalism.

6. Details of complaints with regard to conflict of interest:


FY 2022-23 FY 2021-22
Number Remarks Number Remarks
Number of complaints At Uflex, we take great pride in our commitment to excellent governance standards,
received in relation to issues which is evident in our actions and achievements. In both FY23 and FY22, we
of Conflict of Interest of the successfully maintained an environment free from any reported conflicts of interest
Directors involving our Directors or Key Management Personnel (KMPs).
Our proactive approach in managing potential conflicts of interest underscores our
Number of complaints dedication to upholding transparency and trust within our organization. We have
received in relation to issues created a culture of accountability that allows us to address any potential issues
of Conflict of Interest of the promptly and efficiently, ensuring our operations remain aligned with our values and
KMPs standards.
This accomplishment serves as a testament to our unwavering commitment to
maintaining an open, transparent, and accountable organization that prioritizes the
best interests of all our stakeholders.

7. Provide details of any corrective action taken or underway on issues related to fines / penalties /action
taken by regulators/ law enforcement agencies/ judicial institutions, on cases of corruption and conflicts of
interest.
Not applicable

Principle 2: Businesses should provide goods and services in a manner that is sustainable
and safe
ESSENTIAL INDICATORS

1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the
environmental and social impacts of product and processes to total R&D and capex investments made by
the entity, respectively.

FY 2022-23 FY 2021- 22 Details of improvements in environmental and social impacts


R&D 1.45 Cr. 1.47 Cr. Uflex’s commitment to sustainability and innovation is evident in
our strategic initiatives, which encompass a wide range of projects
and collaborations aimed at enhancing recyclability, reducing
environmental impact, and promoting renewable energy. Here
are some of our key accomplishments and ongoing projects:

34th Annual Report 2022 - 2023 71


FY 2022-23 FY 2021- 22 Details of improvements in environmental and social impacts
1. Foil Replacement Film: We’ve developed a new type of
film designed to replace foil in packaging. This innovation
enhances the recyclability of our products and aligns with
emerging bans on non-recyclable materials.
2. High-Transparency, High-Barrier Film: We’ve created a
high-transparency, high-barrier film with enhanced Oxygen
Transmission Rate (OTR) and Water Vapor Transmission
Rate (WVTR) properties. This development supports eco-
friendly food packaging and contributes to a reduced carbon
footprint.
3. Recyclable BOPET Film: In a world-first, we’ve innovated
a recyclable BOPET film that uses water as a solvent. This
achievement underscores our commitment to developing
sustainable and recyclable products.
4. R&D Investment: Recognizing the importance of research
and development, we have made significant investments in
our R&D facilities. This enhances our capabilities and reduces
our reliance on external sources for innovation and product
development.
5. Green Hydrogen Project: In our ongoing efforts to align
with global renewable energy goals, we’ve initiated a green
hydrogen project. This project represents our dedication to
exploring and implementing sustainable energy sources.
6. Film Recycling and Biodegradable Alternatives: We are
actively exploring opportunities in film recycling and the
development of biodegradable alternatives. This research
is part of our commitment to reducing waste and promoting
sustainability in our industry.
7. Collaborations with Research Institutes: We are actively
collaborating with research institutes for additional green
initiatives. These collaborations enable us to expand
our knowledge, foster innovation, and accelerate our
sustainability efforts.
These initiatives reflect Uflex’s unwavering commitment to
sustainability and responsible business practices. We continue
to explore and implement innovative strategies to enhance our
products, reduce our environmental impact, and contribute
positively to the global sustainability landscape.
Capex Nil
2. Does the entity have procedures in place for sustainable sourcing? (Yes/No) b. If yes, what percentage of
inputs were sourced sustainably?
At Uflex, we are deeply committed to implementing sustainable sourcing practices across the majority of our
business segments. Our goal is to minimize our environmental impact and contribute positively to a more
sustainable future. Local sourcing plays a key role in our strategy, as it not only reduces transportation emissions
but also supports local economies. We prioritize local sourcing of raw materials wherever feasible, aligning our
practices with both environmental sustainability and social responsibility.
Looking ahead, we plan to further fortify our sourcing practices through the implementation of our ‘Sustainable
Supply Chain and Responsible Sourcing’ policy. This policy will provide a structured approach to ensuring that

72 UFLEX Limited
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our supply chain operations align with our commitment to sustainability and responsible business practices.
By prioritizing sustainable sourcing, we aim to create a more resilient supply chain, reduce our environmental
footprint, and uphold our commitment to making a positive impact on our communities and the planet. Our vision
is to continue leading the way in our industry, setting a benchmark for sustainability and responsible sourcing.
3. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the
end of life, for (a) Plastics (including packaging) (b) E-waste (c) Hazardous waste: (d) other waste.
As a business-to-business (B2B) entity, our direct responsibility for our products at the end of their life cycle is
limited. However, we hold ourselves accountable for the effective management of waste generated during our
manufacturing and operational processes.
At various Uflex operational sites, we have implemented robust mechanisms and procedures for the efficient
handling of waste. This includes recycling, reusing, and proper disposal of waste materials. All these procedures
are carried out in strict compliance with regulatory standards, ensuring the safety of our environment and our
workforce. To ensure optimal waste management, we collaborate with authorized dealers who uphold our
commitment to environmentally responsible practices. This collaboration enables us to ensure that waste
materials are treated and disposed of appropriately, minimizing environmental impact. We remain committed to
continuously improving our waste management practices, contributing positively to a more sustainable future.
4. Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities (Yes / No). If yes,
whether the waste collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted
to Pollution Control Boards? If not, provide steps taken to address the same.
Extended Producer Responsibility (EPR) is a key aspect of our sustainability strategy at Uflex, and it applies to
five of our business segments: Aseptic liquid packaging, Packaging films, Flexible packaging, Holography, and
Chemicals.
We have proactively taken steps to submit our EPR plan to the Pollution Control Boards for most of these segments.
This step demonstrates our commitment to ensuring that our products are managed responsibly at every stage
of their lifecycle, from production to post-consumer use. For the remaining segments, we are actively working on
preparing and submitting our EPR plans. Our aim is to ensure that we have comprehensive EPR coverage across
all our operations. This will enable us to further reduce our environmental footprint and contribute to a more
sustainable future.
At Uflex, we take our responsibilities as a producer very seriously. We are dedicated to continuous improvement in our
EPR practices and are committed to meeting and exceeding regulatory requirements in all our business segments.

Principle 3: Businesses should respect and promote the well-being of all


employees, including those in their value chains
ESSENTIAL INDICATORS
1. a. Details of measures for the well-being of employees
Category % of employees covered by
Total Health insurance Accident Maternity Paternity Day Care
(A) insurance benefits Benefits facilities
Number % Number % (C/A) Number % Number % Number %
(B) (B/ A) (C) (D) (D/A) (E) (E/ A) (F) (F/ A)
Permanent employees
Male 2,661 2,661 100 2,661 100 0 0 0 0 2,661 100
Female 169 169 100 169 100 169 100 0 0 169 100
Total 2,830 2,830 100 2,830 100 169 100 0 0 2,830 100
Other than Permanent employees
Male 0 0 0 0 0 0 0 0 0 0 0
Female 0 0 0 0 0 0 0 0 0 0 0
Total 0 0 0 0 0 0 0 0 0 0 0

34th Annual Report 2022 - 2023 73


b. Details of measures for the well-being of workers:

Category % of workers covered by


Total Health insurance Accident Maternity Paternity Day Care
(A) insurance benefits Benefits facilities
Number % Number % Number % Number % Number %
(B) (B/A) (C) (C/A) (D) (D/A) (E) (E/A) (F) (F/A)
Permanent workers
Male 4,349 4,349 100 4,349 100 0 0 0 0 4,349 100
Female 15 15 100 15 100 15 100 0 0 15 100
Total 4,364 4,364 100 4,364 100 15 100 0 0 4,364 100
Other than Permanent workers
Male 2,953 2,953 100 2,953 100 0 0 0 0 2,953 100
Female 15 15 100 15 100 15 100 0 0 15 100
Total 2,968 2,968 100 2,968 100 15 100 0 0 2,968 100
2. Details of retirement benefits

Benefits FY 2022-23 FY 2021-22


No. of No. of Deducted and No. of No. of Deducted and
employees workers deposited employees workers deposited with
covered as covered as with the covered as covered as the authority
a % of total a % of total authority a % of total a % of total (Y/N/N.A.)
employees workers (Y/N/N.A.) employees workers
PF 85 90 Y 60 40 Y
Gratuity 100 100 Y 100 100 Y
ESI 26 45 Y 25 40 Y

3. Accessibility of workplaces
Are the premises / offices of the entity accessible to differently abled employees and workers, as per the
requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the
entity in this regard.
We are committed to creating an inclusive environment where everyone feels valued and supported. As part of
this commitment, we actively take steps to ensure that majority of our facilities are friendly and accommodating
to individuals with diverse abilities. This involves considering accessibility in our facility design and layout
to minimize barriers and maximize ease of navigation. Our ongoing efforts to enhance accessibility reflect our
dedication to inclusivity and our belief that everyone should have equal access to our facilities. By creating an
environment that removes barriers and fosters inclusiveness, we aim to provide a welcoming and supportive
experience for all individuals.
4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If
so, provide a web-link to the policy
Yes, Uflex has a comprehensive Equal Opportunity Policy in place that is fully committed to providing equal
opportunities for individuals with disabilities. This policy extends to all areas of employment, training, and
professional growth. We deeply value inclusivity and diversity in our workforce. As such, our policy promotes a
workplace environment that supports and respects the rights and well-being of individuals with disabilities. It
strictly prohibits any form of discrimination based on disability.
By adhering to this policy, we are actively fostering a culture of inclusivity and diversity. We believe that everyone,
including individuals with disabilities, brings unique value and perspectives to our organization. Hence, we are
committed to creating an environment where every individual is respected, valued, and given the opportunity

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to contribute to their fullest potential. At Uflex, we see the strength in our diversity and continue to uphold our
commitment to inclusivity as a core part of our corporate values.
Policy Weblink: https://www.uflexltd.com/policies.php
5. Return to work and Retention rates of permanent employees and workers that took parental leave.

Gender Permanent employees Permanent workers


Return to work rate Retention rate Return to work rate Retention rate
Male 0 0 0 0
Female 3 100 0 0
Total 3 100 0 0
6. Is there a mechanism available to receive and redress grievances for the following categories of employees
and workers? If yes, give details of the mechanism in brief

(If Yes, then give details of the mechanism in brief)


Permanent Yes, Uflex has a well-established mechanism in place to receive and address grievances
Workers from all our employees and workers. Our organization has implemented a comprehensive
grievance redressal system designed to provide everyone the opportunity to voice their
concerns and submit their grievances.
Other than
Permanent This system enables thorough investigations into all reported grievances, ensuring they are
Workers addressed in a fair, transparent, and timely manner. Our commitment to transparency and
fairness extends to every step of the grievance redressal process.
Permanent
Employees We firmly believe in upholding the rights and well-being of all individuals within our
organization. Our grievance redressal system is a testament to this belief. It serves as a vital
Other than tool in maintaining a supportive and equitable work environment where everyone feels
Permanent valued and heard.
Employees At Uflex, we strive to foster an inclusive and respectful workplace culture. We remain
committed to addressing all concerns promptly and fairly, ensuring our employees and
workers feel respected, heard, and valued.
7. Membership of employees and worker in association(s) or Unions recognized by the listed entity:

Category FY 2022-23 FY 2021-22


Total No. of employees % (B/A) Total No. of employees %
employees / workers in employees / workers in (D/C)
/ workers in respective / workers in respective
respective category, who respective category, who
category (A) are part of category (C) are part of
association(s) or association(s) or
Union (B) Union (D)
Total Permanent 0 0 0 0 0 0
Employees
Male 0 0 0 0 0 0
Female 0 0 0 0 0 0
Total Permanent 0 0 0 0 0 0
Workers
Male 0 0 0 0 0 0
Female 0 0 0 0 0 0

34th Annual Report 2022 - 2023 75


8. Details of training given to employees and workers:

Category FY 2022-23 FY 2021-22


Total On Health and On Skill Total On Health and On Skill
safety measures upgradation safety measures upgradation
(A) No. % (B/A) No. % (D) No. % (E/D) No. (F) %
(B) (C) (C/A) (E) (F/D)
Employees
Male 2,661 1,784 67% 1,872 70% 2,529 1,686 67% 1,497 59%
Female 169 26 15% 29 17% 155 26 17% 24 15%
Total 2,830 1,810 64% 1,901 67% 2,684 1,712 64% 1,521 57%
Workers
Male 4,349 2,831 65% 3,437 79% 4,213 2,677 64% 2,379 56%
Female 15 1 7% 1 7% 19 1 5% 1 5%
Total 4,364 2,832 65% 3,438 79% 4,232 2,678 63% 2,380 56%
*Each worker is being given multiple trainings on regular basis under EHS & Skill upgradation
9. Details of performance and career development reviews of employees and worker:

Category FY 2022-23 FY 2021-22


Total (A) No. (B) % (B/A) Total (C) No. (D) % (D/C)
Employees
Male 2,661 2,661 100 2,529 6,529 100
Female 169 169 100 155 155 100
Total 2,830 2,830 100 2,684 2,684 100
Workers
Male 4,349 4,349 100 4,213 4,213 100
Female 15 15 100 19 19 100
Total 4,364 4,364 100 4,232 4,232 100

10. Health and safety management system:


a. Whether an occupational health and safety management system has been implemented by the entity?
(Yes/ No). If yes, what is the coverage of such a system?
At Uflex, we prioritize the health and safety of our employees above all else. We have implemented a robust
Occupational Health and Safety Management System that spans across all our operational units, facilities,
offices, and business segments. Our proactive approach involves conducting regular safety audits and
inspections of our workplace areas to ensure compliance with all health and safety standards. Our advanced
system allows us to identify potential workplace risks and hazards, enabling us to implement preventive
measures and minimize incidents.
One of our key tools in maintaining safety is our near miss reporting format. This format encourages employees
to report any potential incidents within our premises, allowing us to conduct thorough investigations,
determine causes, and implement preventive actions. This not only aids in reducing workplace accidents,
but also fosters a culture of safety consciousness within the company. Additionally, we have Environmental,
Health, and Safety (EHS) Manual and Standard Operating Procedures (SOPs) in place to guide our operations
and ensure the safety of our employees and workers.

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Complementing these safety measures, our packaging films and chemical divisions are ISO 45001 certified, a
testament to our commitment to maintaining an Occupational Health and Safety (OHS) Management System
of the highest standard. At Uflex, we remain committed to promoting a safe and healthy work environment
for all our employees, continually advancing our practices to meet and exceed industry safety standards.
b. What are the processes used to identify work-related hazards and assess risks on a routine and non-
routine basis by the entity?
Uflex employs a comprehensive approach to identify work-related hazards and assess risks in order to maintain
a safe working environment. Our multifaceted process incorporates periodic safety audits, inspections, and
Hazard Identification and Risk Assessment (HIRA) techniques.
Our cross-functional teams perform safety audits on a regular basis, aiming to identify potential hazards and
assess corresponding risks. This proactive approach ensures potential issues are identified and addressed
promptly. To manage hazards associated with non-routine tasks, we have implemented a work permit system.
This allows us to maintain control and oversight over such activities, ensuring that all safety requirements are
adhered to.
Moreover, we place a high emphasis on daily identification and rectification of unsafe acts and conditions.
This ongoing vigilance contributes to maintaining a safe work environment and helps to prevent accidents
before they occur. These measures collectively contribute to our commitment to safety and wellbeing of our
workforce. At Uflex, the safety of our employees remains our top priority and we continuously strive to uphold
our high safety standards.
c. Whether you have processes for workers to report the work-related hazards and to remove themselves
from such risks.
At Uflex, we have established a comprehensive safety framework across all our business segments to ensure
that our workers can promptly report work-related hazards and take necessary steps to safeguard themselves.
1. Direct Reporting: Workers can directly report any hazards or risks to their supervisors or the designated
safety officer. This allows for immediate action and helps to minimize potential harm.
2. Incident Forms: We have a system in place where workers can document potential hazards through
incident forms. This helps us keep a recorded track of all reported hazards and allows us to carry out a
thorough investigation.
3. Safety Committee Meetings: Regular safety committee meetings provide a platform for workers to
report work-related hazards and discuss mitigation plans. These meetings encourage open dialogue and
collective problem-solving.
4. Safety Observation Register: We maintain a safety observation register, allowing workers to document
and report any unsafe conditions or acts. This proactive approach aims to prevent minor issues from
escalating into major accidents.
5. Incident Management System: Our incident management system enables workers to report incidents in
a specified format, ensuring standardized and efficient documentation.
6. Regular Plant Rounds: Regular interaction with shop floor workers during daily plant rounds provides
opportunities to address any work-related hazards and concerns directly.
These multiple channels of communication foster a proactive reporting culture and contribute
significantly to the safety and well-being of our workforce. At Uflex, we remain committed to maintaining
a safe working environment and ensuring the welfare of our workers.
d. Do the employees/ workers of the entity have access to non-occupational medical and healthcare
services?
At Uflex, we prioritize the health and well-being of our employees and workers, offering comprehensive non-
occupational medical and healthcare services across all our business segments.

34th Annual Report 2022 - 2023 77


1. First Aid Boxes: We have strategically placed first aid boxes at multiple locations throughout our facilities.
These boxes are maintained by trained first aiders and our safety department and contain essential
supplies for immediate medical assistance. Emergency contact numbers and directions to the nearest
hospitals are also prominently displayed.
2. Annual Health Checkups: We conduct annual health checkups for all our employees in specific business
segments, ensuring regular monitoring of their health and well-being.
3. Comprehensive Medical Insurance: Uflex provides comprehensive medical/healthcare insurance to all
employees, extending coverage to their family members as well. This helps ensure that our employees
and their families have access to necessary medical care when needed.
4. Employee State Insurance Corporation (ESIC) Facility: For our workers in the flexible packaging,
chemical, and holography segments, we offer access to the Employee State Insurance Corporation (ESIC)
facility. This extends healthcare coverage to their family members, providing additional support and
peace of mind.
These measures underscore Uflex’s unwavering commitment to the health and well-being of our workforce.
We believe in creating an environment where our employees and workers feel cared for and supported, both
within and outside the workplace.
11. Details of safety related incidents, in the following format:

Safety Incident/Number Category FY 2022-23 FY 2021-22


Lost Time Injury Frequency Rate (LTIFR) Employees 9.534 6.531
(per one million-person hours worked) Workers 0.534 0.531
Total recordable work-related injuries Employees 25 12
Workers 4 1
No. of fatalities Employees 0 0
Workers 0 0
High consequence work-related injury or Employees 1 1
ill-health (excluding fatalities) Workers 0 0

12. Describe the measures taken by the entity to ensure a safe and healthy workplace.
At Uflex, we demonstrate an unwavering commitment to adhering to the standards and regulations outlined
in the Factory Act, 1948, and the Environment Protection Act, 1986. Furthermore, we go beyond compliance,
implementing proactive measures to foster a safe and healthy work environment.
1. Comprehensive Training Programs: We provide rigorous safety training to our employees, equipping them
with the knowledge and skills needed to work safely and responsibly.
2. Regular Safety Inspections: Our safety team conducts regular inspections of our facilities to identify potential
hazards and ensure adherence to safety protocols.
3. Behavioral-Based Safety Practices: We promote a culture of safety consciousness, encouraging employees
to take personal responsibility for their safety and the safety of others.
4. Emergency Response Preparedness: We ensure our teams are prepared to respond effectively in the event
of an emergency, conducting regular drills and maintaining updated emergency response plans.
5. Compliance with Latest Regulations: We stay abreast of the latest safety and environmental regulations,
ensuring our practices align with current standards.
6. Safety Committee Meetings: Regular safety committee meetings provide a platform for discussing safety
issues and implementing proactive measures.

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7. Employee Health Checkups: We conduct regular health checkups to monitor the health and well-being of
our employees.
8. Mock Drills: We organize regular mock drills to train our employees in emergency response procedures and
to test our preparedness.
At Uflex, we believe that a safe and healthy work environment is fundamental to our success. Our proactive
measures underscore our commitment to safeguarding our employees, our facilities, and the environment.
13. Number of complaints on the following made by employees and workers

FY 2022-23 FY 2021-22
Filed during Pending Remarks Filed during Pending Remarks
the year resolution the year resolution
at the end of at the end of
year year
Working At Uflex, we are pleased to report that we have received no complaints from any employees
Conditions or workers concerning working conditions or health and safety practices within our
organization. This positive feedback is a testament to our steadfast commitment to ensuring
the safety and well-being of our employees and workers.
Safe and Conducive Working Environment: We prioritize the creation of a safe and
conducive environment, where our employees and workers can perform their roles effectively
and comfortably.
Employee Well-being: The health and well-being of our workforce remains at the forefront
of our operational ethos. We have comprehensive measures in place to ensure the physical
and mental wellness of our staff.
Health & Safety High Standards: Our dedication to maintaining high standards of working conditions and
health and safety practices is unwavering. This commitment ensures a productive and safe
workspace that meets and exceeds regulatory requirements.
Continuous Improvement: We continuously strive to enhance our health and safety
practices, incorporating feedback from our employees and workers and adapting to evolving
industry standards.
Our employees and workers are our most valuable asset, and their satisfaction and safety
are paramount to us. We will continue our efforts to uphold and enhance our strong record
in maintaining exemplary working conditions and health and safety practices across all our
operations.
14. Assessments for the year

% of your plants and offices that were assessed (by


entity or statutory authorities or third parties)
Health and safety practices 100
Working Conditions 100
15. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and
on significant risks / concerns arising from assessments of health & safety practices and working conditions.
Numerous proactive measures have been taken to enhance fire and health safety in the workplace, demonstrating
a strong commitment to reducing health and safety risks and preventing the reoccurrence of unsafe conditions
and incidents across all businesses. Regular evaluations and assessments are conducted to identify any further
areas of improvement and to address emerging concerns related to health and safety practices and working
conditions.
In terms of engineering controls, for instance, cut-off systems, level transmitters, and switches have been
installed in storage tanks to enhance safety measures. Reactors now feature temperature detectors and wells

34th Annual Report 2022 - 2023 79


to prevent fires and runaway reactions. Nitrogen purging systems have been implemented for the safe handling
of flammable substances. Fire suppression systems, relief valves, and flame arrestors have also been installed
to eliminate potential hazards. Cooling systems have been put in place to prevent polymerization in hazardous
materials. Additionally, measures such as static dissipaters, earthing clamps, antistatic flooring, and safety shoes
have been implemented to mitigate electrostatic hazards. Adequate ventilation systems and safety measures for
electrical fixtures have been incorporated as well. Firefighting infrastructure, including hydrants and sprinklers,
has been installed to promptly address fire-related incidents. Emergency procedures and work permits have also
been established to ensure compliance and appropriate response to emergencies.
From the perspective of administrative controls, a Management of Change procedure has been introduced to
effectively manage any changes that may impact safety. Incident reporting systems have been established to
promptly identify and address any safety concerns. A chemical compatibility matrix has been implemented to
ensure the safe handling and storage of hazardous substances. Furthermore, comprehensive training programs
have been developed to educate employees about safety protocols and best practices. Visual displays have been
strategically placed to promote safety awareness and reinforce safe working habits. Regular on-site emergency
preparedness procedures and drills are conducted to ensure preparedness in case of emergencies. Work permits
have been implemented to regulate non-routine activities involving contractors and maintain safety standards.
A significant emphasis is placed on personal protective control, prioritizing the utilization of top-tier personal
protective equipment (PPE) and fostering heightened employee awareness. To determine the suitable PPE for
each task, a meticulous hazard assessment process is employed, and the outcomes are incorporated into a
comprehensive PPE matrix. Based on the nature of their activities, employees are supplied with various types
of PPE, including but not limited to organic full-face vapor masks, nitrile gloves, safety shoes, and full-face
masks.

Principle 4: Businesses should respect the interests of and be responsive to all


its stakeholders
ESSENTIAL INDICATORS
1. Describe the processes for identifying key stakeholder groups of the entity.
At Uflex, we recognize the significance of stakeholders who have the potential to influence or be impacted by
our organization’s activities, products, services, and performance. We prioritize identifying and prioritizing key
stakeholders by evaluating their influence over our company and assessing the consequences of our business
actions and their implications.
To formalize and strengthen our engagement with stakeholders, we have implemented a comprehensive
“Stakeholder Engagement” policy. This policy serves as a guiding framework for our interactions and ensures that
we engage with our stakeholders in a meaningful and transparent manner.
Key elements of our Stakeholder Engagement policy include:
1. Identification and Prioritization: We undertake a thorough process of identifying and prioritizing
stakeholders based on their relevance, influence, and potential impact on our organization.
2. Engagement Mechanisms: We have established various mechanisms for engaging with stakeholders, such
as regular meetings, surveys, consultations, and feedback mechanisms. These enable us to gather valuable
insights, address concerns, and incorporate stakeholder perspectives into our decision-making processes.
3. Transparency and Communication: We prioritize transparency in our communication with stakeholders,
providing them with accurate and timely information about our activities, performance, and impacts. We
actively seek to foster open and honest dialogue to build trust and mutual understanding.
4. Continuous Improvement: We are committed to continuously improving our stakeholder engagement
practices. We regularly evaluate and review our approaches, taking into account stakeholder feedback and
evolving best practices.

80 UFLEX Limited
CIN: L74899DL1988PLC032166
Our Stakeholder Engagement policy underscores our commitment to building strong and mutually beneficial
relationships with our stakeholders. We believe that engaging with our stakeholders in a transparent and
collaborative manner not only strengthens our business but also enables us to address social, environmental,
and governance challenges more effectively.
2. List stakeholder groups identified as key for your entity and the frequency of engagement with each
stakeholder group.

Stakeholder Whether Channels of communication Frequency of Purpose and scope of


Group identified as (Email, SMS, Newspaper, engagement engagement including
Vulnerable & Pamphlets, Advertisement, (Annually/ Half key topics and concerns
Marginalized Community Meetings, Notice yearly/ Quarterly raised during such
Group (Yes/ Board, Website), Other / others – please engagement
No) specify)
Investor/ No Yearly General Assembly, Ongoing Analysis of stock prices,
Shareholder shareholder gatherings, yearly dividend payouts,
financial statement, quarterly potential risks and
performance updates, press challenges, competitive
releases, corporate website, positioning, and financial
electronic correspondence, robustness, growth
Stock Exchange (SE) prospects.
notifications, in-person
meetings / teleconferences.
Government No Engagements with local/state/ Ongoing Advocacy for policies,
national government officials disclosure of business
and ministries, participation in information
conferences, dissemination of
press releases
Supplier/ No Discussions, electronic Ongoing Achievement and
vendor/ correspondence, gatherings, sustainability,
third party communication, and establishing brand
manufacturer collaborative meetings presence, fostering
transparent dialogue.
Media No Press briefings, emails, and Ongoing Performance updates,
meetings, Internal platform, marketing, disclosure
email communications, survey
tools, town hall sessions, and
meetings
Employees/ No Intranet platform, electronic Ongoing Training and
trainees/workers communication, survey development,
software, town hall sessions, opportunities for
and in-person meetings professional growth,
well-being initiatives,
recognition of
employees, maintaining
work-life balance
Local Yes Gatherings, involvement Ongoing Dialogue on community
community/ NGO facilitated by the corporate development aspects,
social responsibility raising awareness,
implementation division ensuring safety and
security, addressing
grievances.

34th Annual Report 2022 - 2023 81


Principle 5: Businesses should respect and promote human rights
ESSENTIAL INDICATORS
1. Employees and workers who have been provided training on human rights issues and policy(ies) of the
entity, in the following format:

Category FY 2022-23 FY 2021-22


Total (A) No. of % (B/A) Total (C) No. of % (D/C)
employees employees
/ workers / workers
covered (B) covered (D)
Employees
Permanent 2,830 1,395 49 2,684 1,754 65
Other than
0 0 0 0 0 0
permanent
Total
2,830 1,395 49 2,684 1,754 65
employees
Workers
Permanent 4,364 2,962 68 4,232 3,273 77
Other than
0 0 0 0 0 0
permanent
Total workers 4,364 2,962 68 4,232 3,273 77

2. Details of minimum wages paid to employees and workers, in the following format

Category FY 2022-23 FY 2021-22


Total Equal to More than Total Equal to More than
(A) minimum wage minimum wage (D) minimum minimum wage
wage
No. % (B/A) No. (C) % (C/A) No. (E) % No. (F) % (F/D)
(B) (E/D)
Employees
Permanent
Male 2,661 0 0 2,661 100 2,529 0 0 2,529 100
Female 169 0 0 169 100 155 0 0 155 100
Other than permanent
Male 0 0 0 0 0 0 0 0 0 0
Female 0 0 0 0 0 0 0 0 0 0
Workers
Permanent
Male 4,349 260 6 4,089 94 4,213 231 5.5 3,982 94
Female 15 0 0 15 100 19 0 0 19 100
Other than permanent
Male 2,953 2,953 100 0 0 2,597 2,597 100 0 0
Female 15 15 100 0 0 13 13 100 0 0

82 UFLEX Limited
CIN: L74899DL1988PLC032166
3. Details of remuneration/salary/wages, in the following format:

Male Female
Number Median remuneration/ Number Median
salary/ wages of remuneration/ salary/
respective category wages of respective
(INR) category (INR)
Board of Directors (BoD) 7 5,00,000 1 8,50,000
Key Managerial Personnel 3 2,81,70,840 - -

Employees other than BoD and 3,076 6,94,978 221 5,41,231


KMP
Workers 4,971 3,09,316 23 1,58,941

4. Do you have a focal point (Individual/ Committee) responsible for addressing human rights impacts or
issues caused or contributed to by the business? (Yes/No)

Yes, we have a comprehensive approach to addressing human rights impacts or issues caused or contributed to
by our business. Our organization assigns the responsibility of serving as focal points for human rights matters
to all our business heads, in addition to their regular responsibilities. This ensures that there is a dedicated and
accountable individual at the helm of each business unit, actively addressing any human rights challenges that
may arise. By empowering our business heads as focal points, we foster a culture of awareness and responsibility
throughout our organization, enabling us to effectively identify, mitigate, and resolve any human rights issues
related to our business operations.

5. Describe the internal mechanisms in place to redress grievances related to human rights issues.

At Uflex, we have established robust internal mechanisms to effectively address human rights grievances. These
mechanisms provide a fair and transparent process for individuals to report concerns and seek redress, ensuring
that their voices are heard and their rights are protected.

Guided by our Grievance Redressal Policy, we prioritize thorough investigations into reported human rights
violations. Our objective is to uncover the truth, understand the underlying issues, and take appropriate actions
to address and resolve the grievances.

We are committed to upholding fundamental principles of dignity, equality, and justice within our organization.
Our internal mechanisms for addressing human rights grievances reflect this commitment, as we strive to maintain
a work environment that respects and upholds the rights and well-being of our employees and stakeholders.

We believe in providing a safe space for individuals to express their concerns and ensuring that every grievance is
treated with the utmost seriousness and sensitivity. Our goal is to rectify any violations, take necessary disciplinary
actions, and implement preventive measures to foster a workplace culture that is inclusive, respectful, and
supportive.

At Uflex, we are resolute in our commitment to protecting human rights and continuously improving our internal
mechanisms for addressing grievances. We work diligently to create an environment where individuals can exercise
their rights without fear and have confidence in our organization’s commitment to justice and accountability.

34th Annual Report 2022 - 2023 83


6. Number of Complaints on the following made by employees and workers

FY 2022-23 FY 2021-22
Filed during Pending Remarks Filed Pending Remarks
the year resolution during the resolution
at the end of year at the end of
year year
Discrimination at 2 0 Successfully 3 0 Conclusively
workplace resolved resolved
Sexual At Uflex, we are proud to report that we have received no complaints from our employees or
Harassment workers on any aspect other than discrimination at workplace, which has been successfully
Child Labour resolved. We place a strong emphasis on the well-being of our workforce and actively
Forced Labour/ encourage them to report any safety issues or concerns they may encounter.
Involuntary To facilitate the reporting of safety issues, we have implemented several programs and
Labour initiatives. These include:
Wages
Hazard Identification Processes: We have established robust hazard identification
Other human
processes that encourage employees to proactively identify and report potential hazards in
rights related
their work areas. This helps us address these issues promptly and implement appropriate
issues
preventive measures.
Suggestion Schemes: Our suggestion schemes provide a platform for employees to
contribute their ideas and suggestions for improving safety measures. This fosters a culture
of continuous improvement and empowers employees to actively participate in enhancing
our safety practices.
EHS Committees: We have established Environment, Health, and Safety (EHS) committees
comprising representatives from various departments. These committees serve as forums
for employees to engage in safety discussions, share insights, and collectively work towards
improving health and safety practices throughout the organization.
These initiatives demonstrate our commitment to creating a safe working environment
and involving our employees in the continuous improvement of our safety measures. We
firmly believe that the active participation and feedback of our employees play a vital role
in maintaining and enhancing our safety culture.
At Uflex, we will continue to prioritize the well-being of our workforce and encourage their
involvement in shaping our safety practices. By working together, we strive to create a
workplace that is safe, supportive, and conducive to the overall well-being of our employees
and workers.
7. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases
Yes, at Uflex we have mechanisms to prevent adverse consequences to the complainant in discrimination and
harassment cases. Our Grievance Handling procedure ensures that any complaint is first brought to the attention
of the reporting Manager. If the complaint is not resolved at this level, it is then escalated to the function Head
for further investigation and action. In the event that the matter remains unresolved at the function head level,
it is further escalated to the Business Head and HR Head. These senior management members carefully review
the complaint, conduct a thorough investigation, and take appropriate measures to address the issue. The goal is
to ensure a satisfactory and conclusive resolution that safeguards the complainant’s rights and well-being while
fostering a safe and inclusive work environment for all employee
8. Do human rights requirements form part of your business agreements and contracts? (Yes/No)
Uflex Limited recognizes and respects Human Rights and is committed towards protection of such rights.

84 UFLEX Limited
CIN: L74899DL1988PLC032166
9. Assessments of the year

% of your plants and offices that were assessed (by entity or statutory
authorities or third parties)
Child labour At Uflex, while our plants and offices have not undergone external
Forced/involuntary labour assessments, we maintain an unwavering dedication to operational
excellence and compliance with the highest standards. We prioritize internal
Sexual harassment
monitoring, thorough inspections, and audits to ensure that our operations
Discrimination at workplace align with industry standards and regulatory requirements.
Wages
Our commitment to upholding these standards is reflected in our internal
processes, which include regular assessments and inspections conducted by
our dedicated teams. These internal mechanisms allow us to identify areas
for improvement, address any non-compliance issues, and continuously
enhance our practices.
While we have not pursued external assessments thus far, we remain open
to future collaborations and opportunities for assessments or inspections.
We recognize the value of external perspectives and expertise in helping us
further strengthen our practices and benchmark our performance against
industry best practices.
At Uflex, we continuously strive to raise the bar of operational excellence,
ensuring compliance with relevant regulations and delivering sustainable
outcomes. We are committed to embracing new opportunities for
collaboration and external assessments to enhance our practices and
demonstrate our commitment to the highest standards of excellence and
compliance.
10. Provide details of any corrective actions taken or underway to address significant risks / concerns arising
from the assessments at Question 9 above.
Not applicable

Principle 6: Businesses should respect and make efforts to protect and restore
the environment
ESSENTIAL INDICATORS

1. Details of total energy consumption (in Giga Joules) and energy intensity, in the following format:

Parameter FY 2022-23 FY 2021-22


Total electricity consumption (A) 168,239,167.79 78,990,124.14
Total fuel consumption (B) 64,130.30 2,223,059.99
Energy consumption through other sources (C) 463,290.20 247,185.21
Total energy consumption (A+B+C) 168,766,588.29 81,460,369.34
Energy intensity per rupee of turnover (Total energy
24,895.90 14,357.34
consumption/ turnover in rupees)

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external
agency? (Y/N) If yes, name of the external agency.

No

34th Annual Report 2022 - 2023 85


2. Does the entity have any sites / facilities identified as designated consumers (DCs) under the Performance,
Achieve and Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under
the PAT scheme have been achieved. In case targets have not been achieved, provide the remedial action
taken, if any.

Not applicable

3. Provide details of the following disclosures related to water, in the following format:

Parameter FY 2022-23 FY 2021--22


Water withdrawal by source (in kilolitres)
FY 2022-23 FY 2021-22
(i) Surface water 65135 19962
(ii) Groundwater 655977 722526
(iii) Third party water (Municipal water supplies) 147993 69231
(iv) Seawater / desalinated water 0 0
(v) Others 24163 22173
Total volume of water withdrawal (in kilolitres)
893268 833892
(i + ii + iii + iv + v)
Total volume of water consumption (in kilolitres) 363211 341900
Water intensity per rupee of turnover (kilolitres) /
53.58 60.25
turnover in crore rupees)

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency?
(Y/N) If yes, name of the external agency.

No

4. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage
and implementation.

Yes, the entity has implemented a mechanism for Zero Liquid Discharge (ZLD) in several business segments.
In the aseptic liquid packaging unit, the company has successfully achieved Zero Liquid Discharge. This is made
possible through the establishment of their own Effluent Treatment Plant (ETP) and Sewage Treatment Plant
(STP). The treated water from these facilities is effectively reused for gardening and toilet flushing, ensuring
responsible water management practices. Similarly, the engineering segment has also adopted ZLD measures.
The treated water from their ETP is reused for purposes such as toilet flushing and scrubbers, minimizing water
consumption and promoting sustainable practices. Within the chemicals segment, a dedicated unit has been
set up for Zero Liquid Discharge with a capacity of 50 KLD (Kiloliters per day). The recycled water from the ZLD
unit constitutes 25% of the total water consumption on-site, showcasing a significant reduction in water usage.
Lastly, in the flexible packaging business segment, Zero Liquid Discharge practices are followed. The wastewater
is treated through an ETP and STP, and the treated water is then reused for gardening, ensuring a closed-loop
water management system. By implementing ZLD measures across multiple business segments, the entity aims
to minimize water wastage and reduce its environmental footprint.

86 UFLEX Limited
CIN: L74899DL1988PLC032166
5. Please provide details of air emissions (other than GHG emissions) by the entity, in the following format*:

Parameter Unit FY 2022-23 FY 2021-22


NOx tonnes/annum 6708.79 6142.05
SOx tonnes/annum 353.85 42.94
Particulate matter (PM) tonnes/annum 921.60 146.09
Persistent organic pollutants (POP) tonnes/annum 0 0
Volatile organic compounds (VOC) tonnes/annum 0 0

Hazardous air pollutants (HAP) tonnes/annum 0 0

Others – CO tonnes/annum 0.43 0.49


Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external
agency? (Y/N) If yes, name of the external agency.
No
6. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity, in the following
format:

Parameter Unit FY 2022-23 FY 2021-22


Total Scope 1 emissions (Break-up of the GHG into CO2, 26,865.62 60,996.30
t CO2e
CH4, N2O, HFCs, PFCs, SF6, NF3, if available)
Total Scope 2 emissions (Break-up of the GHG into CO2, 216,151.94 128,885.28
t CO2e
CH4, N2O, HFCs, PFCs, SF6, NF3, if available)
Total Scope 1 and Scope 2 emissions t CO2e 243017.56 189881.58
t CO2e per
Total Scope 1 and Scope 2 emissions per rupee of turnover 358.49 334.66
Crore INR

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external
agency? (Y/N) If yes, name of the external agency.
No
7. Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details.
Yes, the entity has undertaken projects across various business segments to reduce greenhouse gas (GHG)
emissions.
In the packaging films segment, the entity has implemented a project that involves the switchover from Low
Sulfur Heavy Stock (LSHS) to Liquid Fuel in PNG (Petroleum Natural Gas) for two gas generators. This transition
to a cleaner fuel source helps reduce GHG emissions associated with energy generation, contributing to a more
sustainable energy supply.
In the flexible packaging segment, the entity is actively working on a project to replace mercury lights with energy-
efficient LED lights. This transition not only reduces energy consumption but also decreases GHG emissions related
to electricity usage.
Moreover, the entity is collaborating with its stakeholder to restructure functioning and to adopt energy-efficient
practices. This includes the installation of automated and energy-efficient machinery to replace older, less efficient
equipment. By upgrading their machinery, the entity can minimize energy consumption, lower GHG emissions,
and enhance overall operational efficiency.

34th Annual Report 2022 - 2023 87


8. Provide details related to waste management by the entity, in the following format:

Parameter FY 2022-23 FY 2021-22


Total Waste generated (in metric tonnes)
Plastic waste (A) 8832.23 9756.44
E-waste (B) 99.51 139.65
Bio-medical waste (C) 0.00 0.00
Construction and demolition waste (D) 0.50 2033.00
Battery waste (E) 52.98 0.20
Radioactive waste (F) 0.24 0.25
Other Hazardous waste (STP Sludge/Incinerator Ash/ Cotton Waste
13554.89 27159.19
contaminated with INK/Adhesive/Oil/Used/ MEE Sludge/Others) (G)
Other Non-hazardous waste generated (Nickel metal scrap/Waste
289405.57 327823.32
film/Paper/Corrugated sheet/Iron scrap/Others) (H)
Total (A+B + C + D + E + F + G + H) 311945.94 366912.05
For each category of waste generated, total waste recovered through recycling, re-using or other recovery
operations (in metric tonnes)
Category of waste
(i) Recycled 1952.18 2128.07
(ii) Re-used 67.99 66.28
(iii) Other recovery operations 0.00 0.00
Total 2020.16 2194.35
For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes)
Category of waste
(i) Incineration 1321.62 1369.88
(ii) Landfilling 84.20 25.45
(iii) Other disposal operations 341.86 190.88
Total 1747.68 1586.22
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external
agency? (Y/N) If yes, name of the external agency.
No
9. Briefly describe the waste management practices adopted in your establishments. Describe the strategy
adopted by your company to reduce usage of hazardous and toxic chemicals in your products and processes
and the practices adopted to manage such wastes.
Yes, our company has implemented waste management practices across different segments of our establishments.
In the aseptic liquid packaging segment, we prioritize the proper handling of hazardous waste. Our employees are
equipped with personal protective equipment (PPE) while handling hazardous waste, which is stored separately
in a designated area with appropriate labeling. The storage area features an impervious flooring and a waterproof
cover. We ensure compliance with the guidelines set by the Gujarat Pollution Control Board (GPCB) and follow the
Hazardous Waste Management Rule 2016. Additionally, we provide waste segregation training to employees to
prevent the mixing of non-hazardous waste with hazardous waste. In the engineering segment, we strictly adhere
to the minimum storage guidelines to ensure proper waste management. For the flexible packaging segment, our
hazardous waste mainly consists of ink, adhesive, and solvent waste. We have implemented recycling processes
for ink and solvent waste, while the remaining sludge is sold to an approved vendor specializing in pollution
control. In the chemicals segment, we have established standard operating procedures (SOP) for the segregation,

88 UFLEX Limited
CIN: L74899DL1988PLC032166
collection, storage, and disposal of different types of waste. Our focus lies in reducing hazardous waste through
process optimization and the introduction of new technologies. In the holography segment, our hazardous waste
is stored and disposed of through authorized vendors approved by the Pollution Control Board (PCB).
We prioritize the safe handling, storage, and disposal of hazardous waste to minimize environmental impact. Our
company continually explores opportunities to optimize processes and adopt new technologies to further reduce
hazardous waste generation.
10. If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife
sanctuaries, biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.)
where environmental approvals / clearances are required, please specify details in the following format:

S. No. Location of Type of Whether the conditions of environmental approval


operations/offices operations / clearance are being complied with? (Y/N) If no, the
reasons thereof and corrective action taken, if any.
Not applicable

11. Details of environmental impact assessments of projects undertaken by the entity based on applicable
laws, in the current financial year:

Name and brief details of EIA Date Whether Results Relevant


project Notification conducted by communicated Web link
No. independent in public domain
external agency (Yes / No)
(Yes / No)
Not applicable
12. Is the entity compliant with the applicable environmental law/ regulations/ guidelines in India; such as the
Water (Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment
protection act and rules thereunder (Y/N). If not, provide details of all such non-compliances, in the following
format:

S. No. Specify the law / Provide details Any fines / penalties Corrective action taken,
regulation / guidelines of the non- / action taken by if any
which was not complied compliance regulatory agencies
with such as pollution
control boards or by
courts
Not applicable

34th Annual Report 2022 - 2023 89


Principle 7: Businesses, when engaging in influencing public and regulatory
policy, should do so in a manner that is responsible and transparent
ESSENTIAL INDICATORS

1. a. Number of affiliations with trade and industry chambers/ associations.


Nine
b. List the top 10 trade and industry chambers/ associations (determined based on the total members of
such a body) the entity is a member of/ affiliated to.

S. Name of the trade and industry chambers/ associations Reach of trade and industry
No. chambers/ associations
(State/National)
1 The Associated Chambers of Commerce and Industry of India National
(ASSOCHAM)
2 PHD Chamber of Commerce and Industry (PHDCCI) National
3 Federation of Indian Chambers of Commerce & Industry (FICCI) National
4 Confederation of Indian Industry (CII) National
5 Organization of Pharmaceutical Producers of India (OPPI) National
6 Indian Federation of Culinary Associations (IFCA) National
7 PlastIndia National
8 All India Printing Ink Manufacturer’s Association LTD National
9 Alliance to End Plastic Waste International

2. Provide details of corrective action taken or underway on any issues related to anti-competitive conduct
by the entity, based on adverse orders from regulatory authorities.

Name of authority Brief of the case Corrective action taken


Throughout the reporting period, Uflex did not engage in any incidents of anti-competitive behavior. We
firmly uphold the principles of fair competition and conduct our business in accordance with legal and
ethical practices.
Our commitment to maintaining a competitive and fair market environment is rooted in our dedication to
the best interests of our customers and stakeholders. We prioritize the delivery of high-quality products
and services while ensuring compliance with all relevant laws, regulations, and industry standards.
At Uflex, we believe that fair competition is essential for driving innovation, fostering customer choice, and
promoting economic growth. We strive to create a level playing field where all market participants can
compete based on merit, quality, and customer value.
By adhering to principles of fair competition, we demonstrate our commitment to integrity, transparency,
and ethical conduct. We actively monitor and assess our business practices to ensure compliance with
competition laws and regulations, and we continuously strive to improve our processes to uphold the
highest standards of fairness and legality.
Uflex remains dedicated to promoting healthy competition, safeguarding consumer interests, and
contributing to the overall development and well-being of the markets in which we operate. We firmly
believe that a competitive and fair market environment benefits all stakeholders and fosters sustainable
growth.

90 UFLEX Limited
CIN: L74899DL1988PLC032166
Principle 8: Businesses should promote inclusive growth and equitable
development
ESSENTIAL INDICATORS

1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in
the current financial year.

Name and brief details of SIA Date of Whether Results Relevant


project Notification notification conducted by communicated Web link
No. independent in public
external domain (Yes /
agency (Yes / No)
No)
In the reporting year, the Company did not undertake any Social Impact Assessment.

2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being
undertaken by your entity, in the following format:

S. No. Name of Project State District No. of Project % of PAFs Amounts paid
for which R&R is Affected Families covered by R&R to PAFs in the
ongoing (PAFs) FY (In INR)

Not applicable

3. Describe the mechanisms to receive and redress grievances of the community.


At Uflex, we actively engage with our community members through our Corporate Social Responsibility (CSR)
initiatives, either directly or in collaboration with our NGO partners. Our engagement is guided by our CSR policy,
which outlines our commitment to making a positive impact on the communities we serve.
Through periodic in-person engagements with community leaders and members, we aim to foster open and
constructive dialogue. These interactions provide us with valuable insights and help us identify, discuss, and
address the issues that are important to the community in mutual agreement with the concerned stakeholders.
By maintaining regular communication and building relationships with community leaders and members,
we establish a foundation of trust and collaboration. This enables us to better understand their needs and
aspirations, align our CSR initiatives accordingly, and work together to achieve sustainable and meaningful
outcomes.
Uflex’s CSR initiatives are designed to create a positive social impact and address the specific challenges faced
by the communities we engage with. We actively seek to contribute to the development and well-being of these
communities through initiatives that promote education, healthcare, livelihood opportunities, environmental
sustainability, and more.
We believe that engaging with our community members directly, as well as through our NGO partners, allows us
to collectively identify and address their concerns and contribute to their overall progress. At Uflex, we remain
committed to engaging with our community members, promoting dialogue, and collaboratively working towards
sustainable solutions. By actively involving our stakeholders, we strive to make a positive and lasting difference in
the communities where we operate.
4. Percentage of input material (inputs to total inputs by value) sourced from suppliers:

FY 2022-23 FY 2021-22
Directly sourced from MSMEs/ small producers The company sources input material from MSMEs/ small
Sourced directly from within the district and producers and local districts but does not currently
neighboring districts measure the share as per the given bifurcation

34th Annual Report 2022 - 2023 91


Principle 9: Businesses should engage with and provide value to their consumers
in a responsible manner
ESSENTIAL INDICATORS
1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback.
At Uflex, we have established effective mechanisms to receive and respond to consumer complaints and feedback.
We understand the importance of addressing customer concerns promptly and ensuring their satisfaction with
our products and services.
In our Aseptic Liquid Packaging business segment, we have implemented a Customer Complaint Management
System (CCMS) in accordance with ISO 22000-2018 requirements. This system ensures compliance with industry
standards and helps us maintain our certification. Through the CCMS, we are able to efficiently manage and
resolve customer complaints, providing timely and effective solutions.
Furthermore, in our chemical segment, we utilize a complaint management system in Oracle. This system enables
the registration of various commercial and technical complaints, ensuring that we capture comprehensive details
about the nature of the complaint. All complaints received are promptly entered into the system within 24 hours,
facilitating swift action and resolution.
As part of our ongoing commitment to enhancing customer satisfaction, we are in the process of establishing
a centralized system that will cover all our business segments. This centralized system aims to streamline our
operations, improve complaint management processes, and ensure a consistent and effective approach to
addressing customer feedback and concerns.
We recognize that listening to our customers and promptly addressing their complaints is crucial to maintaining
strong and lasting relationships. By implementing these mechanisms and continuously improving our customer
complaint management processes, we strive to enhance customer satisfaction and deliver superior products and
services.
At Uflex, we value the feedback and concerns of our customers, and we are dedicated to providing efficient and
satisfactory resolutions to their complaints. We are committed to continually improving our customer complaint
management systems and processes to ensure their effectiveness and enhance overall customer satisfaction.
2. Turnover of products and/ services as a percentage of turnover from all products/service that carry
information about:

As a percentage to total turnover


Environmental and social parameters relevant to the product Our products comply with all necessary
Safe and responsible usage legal requirements and include all relevant
information
Recycling and/or safe disposal

92 UFLEX Limited
CIN: L74899DL1988PLC032166
3. Number of consumer complaints in respect of the following:

FY 2022-23 Remarks FY 2021-22 Remarks


Received Pending Received Pending
during the resolution during the resolution
year at end of year at end of
year year
Data privacy During the specified period, Uflex did not receive any consumer complaints related to
Advertising data privacy, advertising, cyber-security, delivery of essential services, restrictive trade
practices, or unfair trade practices. This positive track record reflects our commitment to
Cyber-security
maintaining high standards and meeting consumer expectations.
Delivery of
At Uflex, we prioritize the protection of customer data privacy and strictly adhere to
Essential services applicable data protection regulations. We are committed to transparent advertising
Restrictive Trade practices, providing accurate and reliable information to our customers.
Practices
Cyber-security is a top priority for us, and we have robust measures in place to safeguard
Unfair Trade customer data and prevent any unauthorized access or breaches. Our dedicated team
Practices continuously monitors and updates our cyber-security protocols to ensure the highest
level of protection.
We recognize the importance of reliable delivery of essential services to our customers, and
we strive to meet their expectations consistently. Our operational processes are designed
to ensure the smooth and timely delivery of our products and services.
Uflex is committed to fair trade practices and strictly adheres to relevant laws and
regulations. We emphasize ethical conduct in all our business transactions and interactions,
avoiding any restrictive or unfair trade practices.
By prioritizing data privacy, transparent advertising, robust cyber-security, reliable service
delivery, fair trade practices, and avoiding restrictive trade practices, Uflex aims to build
trust with our consumers and ensure their satisfaction.
We remain dedicated to upholding these principles, continuously improving our practices,
and responding promptly and effectively to any consumer concerns that may arise. At
Uflex, we strive to meet and exceed customer expectations, maintaining high standards of
integrity and customer satisfaction

4. Details of instances of product recalls on account of safety issues:

Number Reasons for recall


Voluntary recalls* 1 Mock Drill
Forced recalls* 3 Risk of product contamination owing to vehicle accident probability
* Recalls are limited to our ‘Aseptic Liquid Packaging’ segment
5. Does the entity have a framework/ policy on cyber security and risks related to data privacy? (Yes/No) If
available, provide a web-link of the policy.
At Uflex, we have established a comprehensive framework and policy on cyber security and data privacy risks.
This framework serves as a guiding principle for our organization’s approach to protecting sensitive information,
ensuring data privacy, and mitigating cyber threats.
Our cyber security framework addresses various aspects of information security, including data collection, data
sharing, access controls, network security, and incident response. It encompasses industry best practices and
compliance requirements to create a secure digital environment for our stakeholders.

34th Annual Report 2022 - 2023 93


The policy associated with our cyber security framework outlines our commitment to safeguarding information
assets and protecting the privacy of our stakeholders. It establishes clear guidelines and responsibilities for
employees, contractors, and partners in handling sensitive information. To ensure the effectiveness of our
cyber security measures, we regularly assess and update our systems, processes, and technologies. We invest in
robust infrastructure, implement strong access controls, and employ advanced threat detection and prevention
mechanisms.
Employee training and awareness play a crucial role in our cyber security efforts. We provide comprehensive
training programs to educate our workforce about their roles and responsibilities in maintaining a secure digital
environment. This includes training on best practices for data privacy, safe use of technology, and recognizing and
reporting potential cyber threats.
By implementing this comprehensive framework and policy, we demonstrate our commitment to proactively
addressing cyber security risks and safeguarding the integrity, confidentiality, and availability of information
assets. We continually monitor and enhance our cyber security measures to adapt to evolving threats and protect
the interests of our stakeholders.
Uflex remains dedicated to maintaining a secure digital environment, protecting sensitive information, and
upholding the highest standards of cyber security and data privacy. We understand the critical importance of
safeguarding information assets and remain vigilant in the face of emerging cyber threats.
Policy Weblink: https://www.uflexltd.com/policies.php
6 Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery
of essential services; cyber security and data privacy of customers; re-occurrence of instances of product
recalls; penalty / action taken by regulatory authorities on safety of products / services.
Not applicable

94 UFLEX Limited
CIN: L74899DL1988PLC032166
ANNEXURE-“H”
Secretarial Compliance Report of
M/S. UFLEX Limited for the year ended 31st March, 2023
We have conducted the review of the compliance of the applicable statutory provisions and the adherence to good
corporate practices by UFLEX LIMITED (‘the listed entity’), having its Registered Office at 305, 3rd Floor, Bhanot Corner,
Pamposh Enclave, Greater Kailash-I, New Delhi-110048, Secretarial Review was conducted in a manner that provided
us a reasonable basis for evaluating the corporate conducts/statutory compliances and to provide our observations
thereon.
Based on our verification of the listed entity’s books, papers, minutes books, forms and returns filed and other records
maintained by the listed entity and also the information provided by the listed entity, its officers, agents and authorized
representatives during the conduct of Secretarial Review, we hereby report that in our opinion, the listed entity has,
during the review period covering the financial year ended on March 31, 2023, complied with the statutory provisions
listed hereunder in the manner and subject to the reporting made hereinafter:
I, Mahesh Kumar Gupta, have examined:
a) all the documents and records were made available to me and explanation provided by UFLEX LIMITED (the
“Listed Entity”),
b) the filings/ submissions made by the listed entity to the stock exchanges,
c) website of the listed entity,
d) any other document/ filing, as may be relevant, which has been relied upon to make this certification, for the year
ended 31st March, 2023 (“Review Period”) in respect of compliance with the provisions of:
(a) the Securities and Exchange Board of India Act, 1992 (“SEBI Act”) and the Regulations, circulars, guidelines
issued thereunder; and
(b) the Securities Contracts (Regulations) Act, 1956 (“SCRA”), rules made thereunder and the Regulations,
circulars, guidelines issued thereunder by the Securities and Exchange Board of India (“SEBI”);
The specific Regulations, whose provisions and the circulars/ guidelines issued thereunder, have been examined
include:-
a) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
b) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 – Not
applicable as the Company did not issue any securities during the year under review.
c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
d) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 – Not applicable as the
Company has not bought back any of its securities during the year under review.
e) Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021;–
Not applicable as the Company has not granted any Options to its employees during the year under review.
f) Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021 – Not
applicable as the Company has not issued any Non-Convertible Securities during the year under review.
g) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.
And circulars/ guidelines issued thereunder;
and based on the above examination, I/We hereby report that, during the Review Period:
I (a) (**) The listed entity has complied with the provisions of the above Regulations and circulars/ guidelines
issued thereunder, except in respect of matters specified below: NIL

34th Annual Report 2022 - 2023 95


Sr. Compliance Regu- Deviations Action Type of Action Details Fine Obser- Manage- Remarks
No. Requirement lation/ Taken by of Amount vations/ Re- ment
(Regulations/ Circular Violation marks of the Response
circulars/ No. Prac- ticing
guidelines Compa- ny
including Sec- retary
specific
clause)
Advisory/ Clarification/
Fine/Show Cause
Notice/ Warning, etc.

(b) The listed entity has taken the following actions to comply with the observations made in previous reports: NIL
Sr. Compliance Regu- Deviations Action Type of Action Details of Fine Amount Observa- Manage- Remarks
No. Requirement lation/ Taken by Violation tions/ ment
(Regulations/ Circular Remarks Response
circulars/ No. of the
guidelines Practicing
including Company
specific Secretary
clause)
Advisory/ Clarification/
Fine/Show Cause
Notice/ Warning, etc.

II. Compliances related to resignation of statutory auditors from listed entities and their material subsidiaries
as per SEBI Circular CIR/CFD/CMD1/114/2019 dated 18th October, 2019:

Sr. Particulars Compliance Observations/


No. Status (Yes/ Remarks by
No/ NA) PCS*
1. Compliances with the following conditions while appointing/re-appointing
an auditor
i. If the auditor has resigned within 45 days from the end of a quarter of a --NA-- There is no
financial year, the auditor before such resignation, has issued the limited resignation of
review/ audit report for such quarter; or Auditor.
ii. If the auditor has resigned after 45 days from the end of a quarter of a --NA--
financial year, the auditor before such resignation, has issued the limited
review/ audit report for such quarter as well as the next quarter; or
iii. If the auditor has signed the limited review/ audit report for the first --NA--
three quarters of a financial year, the auditor before such resignation,
has issued the limited review/ audit report for the last quarter of such
financial year as well as the audit report for such financial year.
2. Other conditions relating to resignation of statutory auditor
i. Reporting of concerns by Auditor with respect to the listed entity/its --NA-- There is no
material subsidiary to the Audit Committee: resignation
of Statutory
Auditor.
a. In case of any concern with the management of the listed entity/
material subsidiary such as non-availability of information / non-
cooperation by the management which has hampered the audit
process, the auditor has approached the Chairman of the Audit
Committee of the listed entity and the Audit Committee shall receive
such concern directly and immediately without specifically waiting
for the quarterly Audit Committee meetings.

96 UFLEX Limited
CIN: L74899DL1988PLC032166
Sr. Particulars Compliance Observations/
No. Status (Yes/ Remarks by
No/ NA) PCS*
b. In case the auditor proposes to resign, all concerns with respect
to the proposed resignation, along with relevant documents has
been brought to the notice of the Audit Committee. In cases where
the proposed resignation is due to non-receipt of information /
explanation from the company, the auditor has informed the Audit
Committee the details of information/ explanation sought and not
provided by the management, as applicable.
c. The Audit Committee / Board of Directors, as the case may be,
deliberated on the matter on receipt of such information from the
auditor relating to the proposal to resign as mentioned above and
communicate its views to the management and the auditor.
ii. Disclaimer in case of non-receipt of information:
The auditor has provided an appropriate disclaimer in its audit report,
which is in accordance with the Standards of Auditing as specified by
ICAI / NFRA, in case where the listed entity/ its material subsidiary has not
provided information as required by the auditor.
3. The listed entity / its material subsidiary has obtained information from the --NA-- There is no
Auditor upon resignation, in the format as specified in Annexure- A in SEBI resignation of
Circular CIR/ CFD/CMD1/114/2019 dated 18th October, 2019. Auditor.
III. I, hereby report that, during the Review Period the compliance status of the listed entity is appended as
below:

Sr. Particulars Compliance Observations/


No. Status (Yes/ Remarks by
No/NA) PCS*
1. Secretarial Standards:
The compliances of the listed entity are in accordance with the applicable --YES--
Secretarial Standards (SS) issued by the Institute of Company Secretaries
India (ICSI),as notified by the Central Government under section 118(10) of the
Companies Act, 2013 and mandatorily applicable.
2. Adoption and timely updation of the Policies:
• All applicable policies under SEBI Regulations are adopted with the --YES--
approval of board of directors of the listed entities --YES--
• All the policies are in conformity with SEBI Regulations and have been
reviewed & updated on time, as per the regulations/circulars/guidelines
issued by SEBI
3. Maintenance and disclosures on Website:
• The Listed entity is maintaining a functional website --YES—
• Timely dissemination of the documents/ information under a separate --YES—
section on the website
• Web-links provided in annual corporate governance reports under --YES--
Regulation 27(2) are accurate and specific which re- directs to the
relevant document(s)/section of the website
4. Disqualification of Director:
None of the Director(s) of the Company are disqualified under Section 164 of --YES--
Companies Act, 2013as confirmed by the listed entity.
5. Details related to Subsidiaries of listed entities have been examined w.r.t.:
(a) Identification of material subsidiary companies --YES—
(b) Disclosure requirement of material as well as other subsidiaries --YES—

34th Annual Report 2022 - 2023 97


Sr. Particulars Compliance Observations/
No. Status (Yes/ Remarks by
No/NA) PCS*
6. Preservation of Documents:
The listed entity is preserving and maintaining records as prescribed under --YES--
SEBI Regulations and disposal of records as per Policy of Preservation of
Documents and Archival policy prescribed under SEBI LODR Regulations,
2015.
7. Performance Evaluation:
The listed entity has conducted performance evaluation of the Board, --YES--
Independent Directors and the Committees during the financial year as
prescribed in SEBI Regulations.
8. Related Party Transactions: There is
(a) The listed entity has obtained prior approval of Audit Committee for all --YES— no such
related party transactions; or transaction(s).
(b) The listed entity has provided detailed reasons along with confirmation --NA--
whether the transactions were subsequently approved/ratified/rejected
by the Audit Committee, in case no prior approval has been obtained.
9. Disclosure of events or information:
The listed entity has provided all the required disclosure(s) under Regulation 30 --YES--
along with Schedule III of SEBI LODR Regulations, 2015 within the time limits
prescribed thereunder.
10. Prohibition of Insider Trading:
The listed entity is in compliance with Regulation 3(5) & 3(6) SEBI (Prohibition --YES--
of Insider Trading) Regulations, 2015.
11. Actions taken by SEBI or Stock Exchange(s), if any:
No action(s) has been taken against the listed entity/ its promoters/ --YES--
directors/ subsidiaries either by SEBI or by Stock Exchanges (including
under the Standard Operating Procedures issued by SEBI through various
circulars) under SEBI Regulations and circulars/ guidelines issued thereunder
except as provided paragraph herein (**)
12. Additional Non-compliances, if any:
No additional non-compliance observed for any SEBI regulation/circular/ --YES--
guidance note etc.
Assumptions & Limitation of scope and Review:
1. Compliance of the applicable laws and ensuring the authenticity of documents and information furnished, are the
responsibilities of the management of the listed entity.
2. Our responsibility is to certify based upon our examination of relevant documents and information. This is neither
an audit nor an expression of opinion.
3. We have not verified the correctness and appropriateness of financial Records and Books of Accounts of the listed
entity.
4. This Report is solely for the intended purpose of compliance in terms of Regulation 24A (2) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 and is neither an assurance as to the future viability
of the listed entity nor of the efficacy or effectiveness with which the management has conducted the affairs of the
listed entity.
For Mahesh Gupta and Company
Company Secretaries

Mahesh Kumar Gupta


Proprietor
FCS No.: 2870::C P No.: 1999
Place : Delhi Peer review certificate no. 727/2020
Date : 30th May, 2023 UDIN No.: F002870E000417053

98 UFLEX Limited
CIN: L74899DL1988PLC032166
Independent Auditor’s Report
to the Members of UFlex Limited
Report On The Audit Of The Standalone Financial Statements
Opinion
We have audited the standalone financial statements of UFlex Limited (“the Company”), which comprise the
Standalone Balance Sheet as at March 31, 2023, and the Standalone Statement of Profit and Loss (including Other
Comprehensive Income), Standalone Statement of Changes in Equity and Standalone Cash Flow Statement for
the year then ended, notes to the standalone financial statements, including a summary of significant accounting
policies and other explanatory information (hereinafter referred to as “the Standalone Financial Statements”).
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid
standalone financial statements give the information required by the Companies Act, 2013 (“the Act’) in the manner
so required and give a true and fair view in conformity with the Indian Accounting Standards (Ind AS) prescribed under
section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015, as amended and other
accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2023, its profit,
other comprehensive income, changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act.
Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities for the Audit of the
Standalone Financial Statements’ section of our report. We are independent of the Company in accordance with the
Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements
that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules
made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and
the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a
basis for our opinion on the standalone financial statements.
Emphasis of Matter
We draw attention to the note 41 of the standalone financial statements which states that the Income Tax Department
initiated search proceedings on the Company under section 132 of the Income Tax Act, 1961, in the month of February
2023. Since the outcome of the proceedings is pending and uncertain, impact, if any, on the standalone financial
statements is currently unascertainable.
Our opinion is not modified in respect of this matter.
Key Audit Matters
Key Audit Matters are those matters that, in our professional judgment, were of most significance in our audit of the
standalone financial statements for the current year. These matters were addressed in the context of our audit of the
standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
Key audit matters How our audit addressed the key audit matters
Revenue including receivables
The Company derives its revenues Our audit procedures in respect of this area included:
from multiple products and services - Assessed the appropriateness of the Company’s revenue recognition
including flexible packaging activities, accounting policies in compliance with Ind AS 115 “Revenue from
engineering and related activities Contracts with Customers”.
etc. Revenue from sale of goods is - Verified the design, implementation and operating effectiveness of
recognised at a point in time when the key internal controls over the revenue process as regard the timing,
control has been transferred subject to occurrence and value of the revenue recognised.

34th Annual Report 2022 - 2023 99


Key audit matters How our audit addressed the key audit matters
the terms with the customers, which - Verified sales transaction testing based on a representative sample to
generally coincides with dispatch of ensure that the related revenues are recorded appropriately taking into
goods to customers. Revenue, from the consideration the terms and conditions for the sale orders, including
service contract is recognized when the shipping terms, etc. Also performed procedures regarding the sales
the related services are performed. returns, trade discounts, rate differences, volume rebates and other
factors, having bearing on the revenue recognition.
Revenue including receivables is - Performed sales cut off procedures by matching dispatches/ deliveries
identified as a key audit area due to the occurring around the year end to support the documentation to
significance as regards the time and establish that sales are properly recorded in the correct period.
efforts in assessing the appropriateness - Verified the customers with overdue receivables with marginal or
of revenue recognition covering the no movement to determine the level of provisioning required in the
aspects of completeness, occurrence, receivable.
cut off, rights and obligations, etc. - Verified the adequacy of disclosure relating to revenue in the financial
statements in compliance with Ind AS 115.
Capitalisation of property, plant and equipment including capital work in progress (CWIP) (refer note 2A
and 48)
The Company continues to invest in Our audit procedures in respect of this area included:
significant capital projects with capital - Assessed the appropriateness of the Company’s accounting policies
expenditure during the current year. with respect to ‘Property plant and equipment’ in compliance with Ind
The significant level of capital AS 16 "Property, Plant and Equipment".
expenditure requires consideration - Understood and verified the design, implementation and operating
of the determination of the timing effectiveness of controls in respect of the timing and amounts
of when the asset is ready for its capitalised.
intended use by the management
- Performed substantive procedures to verify the validity of amounts
and the nature of costs incurred to
capitalised and evaluating whether assets capitalised meet the
ensure that capitalisation of property,
recognition criteria set out in Ind AS 16.
plant and equipment meets the
specific recognition criteria in Ind AS - Verified on sample basis the costs capitalised during the year focusing
16, ‘Property, Plant and Equipment’, on items significant due to their amount or nature, to check whether
specifically in relation to assets such costs had been appropriately capitalised under the correct asset
constructed/installed by the Company category.
and the direct incidental cost - Verified the timing of the capitalisation in terms of criteria met by the
capitalised. Company for the intended use of the Property, Plant and Equipment.
Further, capitalisation of property, - Verified that capitalisation of assets ceased when the asset is in the
plant and equipment including CWIP location and condition necessary for it to be capable of operating in
has a material impact, and also the manner intended by the Company.
involves greater amount of subjectivity - Assessed the adequacy and appropriateness of the disclosures
and estimation uncertainty as a result made in the standalone financial statements in compliance with the
of the long-term nature and complexity requirements of Ind AS 16 "Property, Plant and Equipment".
of the specific capital projects and
hence identified as Key Audit Matter.

Information Other than the Standalone Financial Statements and Auditor’s Report Thereon
The Company’s Management and Board of Directors are responsible for the other information. The other information
comprises the information included in the Company’s annual report but does not include the standalone and
consolidated financial statements and our auditor’s report thereon.
Our opinion on the standalone financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the standalone financial

100 UFLEX Limited


CIN: L74899DL1988PLC032166
statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the
work we have performed, we conclude that there is a material misstatement of this other information, we are required
to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Standalone
Financial Statements
The Company’s Management and Board of Directors are responsible for the matters stated in section 134(5) of the Act
with respect to the preparation of these standalone financial statements that give a true and fair view of the financial
position, financial performance including other comprehensive income, changes in equity and cash flows of the
Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting
Standards specified under section 133 of the Act. This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for
preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of
adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and presentation of the standalone financial statement that give
a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the Management and Board of Directors are responsible for assessing
the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or
to cease operations, or has no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements


Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or
error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism
throughout the audit. We also:
• Identify and assess the risks of material misstatement of the standalonefinancial statements, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient
and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that
are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our
opinion on whether the company has adequate internal financial controls with reference to standalone financial
statements in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may
cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the
standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are

34th Annual Report 2022 - 2023 101


based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions
may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the standalone financial statements, including the
disclosures, and whether the standalone financial statements represent the underlying transactions and events in
a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing
of the audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the standalone financial statements for the current year and are therefore, the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about
the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our
report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.

Other Matter
The standalone financial statements of the Company for the year ended March 31, 2022, were audited by another firm
of chartered accountants along with one of the joint statutory auditors of the Company i.e. MSKA & Associates, vide
their unmodified audit report dated May 28, 2022.
Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements


1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central Government of
India in terms of sub-section (11) of section 143 of the Act, we give in “Annexure A” a statement on the matters
specified in paragraphs 3 and 4 of the Order, to the extent applicable.
2. As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and
belief were necessary for the purposes of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears
from our examination of those books.
(c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss (including other comprehensive
income), the Standalone Statement of Changes in Equity and the Standalone Cash Flow Statement dealt with
by this Report are in agreement with the books of account.
(d) In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards
specified under Section 133 of the Act.
(e) On the basis of the written representations received from the directors as on March 31, 2023 taken on record
by the Board of Directors, none of the directors are disqualified as on March 31, 2023 from being appointed as
a director in terms of Section 164 (2) of the Act.
(f) With respect to the adequacy of the internal financial controls with reference to standalone financial
statements of the Company and the operating effectiveness of such controls, refer to our separate Report in
“Annexure B”.
(g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information
and according to the explanations given to us:

102 UFLEX Limited


CIN: L74899DL1988PLC032166
i. The Company has disclosed the impact of pending litigations as at March 31, 2023, on its financial
position in its standalone financial statements – Refer Note 33(A) and 33(C) to the standalone financial
statements.
ii. The Company did not have any long-term contracts including derivative contracts for which there were
any material foreseeable losses.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education
and Protection Fund by the Company.
iv. (a) The Management has represented that, to the best of it’s knowledge and belief, no funds have
been advanced or loaned or invested (either from borrowed funds or share premium or any other
sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including
foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or
otherwise, as on the date of this audit report, that the Intermediary shall, directly or indirectly
lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of
the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of
the Ultimate Beneficiaries.
(b) The Management has represented, that, to the best of it’s knowledge and belief, no funds have
been received by the Company from any person(s) or entity(ies), including foreign entities (Funding
Parties), with the understanding, whether recorded in writing or otherwise, as on the date of this
audit report, that the Company shall, directly or indirectly, lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”)
or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(c) Based on the audit procedures performed that have been considered reasonable and appropriate
in the circumstances, and according to the information and explanations provided to us by the
Management in this regard nothing has come to our notice that has caused us to believe that the
representations under sub-clause (i) and (ii) of Rule 11(e) as provided under iv(a) and iv(b) above,
contain any material mis-statement.
v. (a) The final dividend proposed in the previous year, declared and paid by the Company during the year,
is in accordance with section 123 of the Companies Act 2013, as applicable.
(b) The Board of Directors of the Company have proposed final dividend for the year which is subject
to the approval of the members at the ensuing Annual General Meeting. The amount of dividend
proposed is in accordance with section 123 of the Act, as applicable (Refer Note 13(D) to the
standalone financial statements).
vi. As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014, as amended, is applicable for the
Company only w.e.f. April 1, 2023, reporting under this clause is not applicable.
3. As required by The Companies (Amendment) Act, 2017, in our opinion, according to information, explanations
given to us, the remuneration paid/provided by the Company to its directors during the year, is within the limits
laid prescribed under Section 197 of the Act, read with Schedule V of the Act.

For M S K A & Associates For VIJAY SEHGAL & CO.


Chartered Accountants Chartered Accountants
Firm Registration No.:105047W Firm Registration No.: 000374N

Vinod Gupta S. V. Sehgal


Partner Partner
Membership No. 503690 Membership No. 080329
UDIN : 23503690BGYIGZ5991 UDIN : 23080329BGZHYC3017

Place: NOIDA Place: NOIDA


Date: May 30, 2023 Date: May 30, 2023

34th Annual Report 2022 - 2023 103


ANNEXURE-A TO INDEPENDENT AUDITORS’ REPORT
Referred to in paragraph 1 under “Report on Other Legal and Regulatory Requirements” Section of our report to
the members of UFlex Limited (“the Company”), of even date for the year ended March 31, 2023

(i) In respect of Property, Plant and Equipment of the Company:


(a) (A) The Company has maintained proper records showing full particulars, including quantitative details and
situation of Property, Plant and Equipment, Investment property and relevant details of Right-of-Use
assets.
(B) The Company has maintained proper records showing full particulars of Intangible Assets.
(b) Property, Plant and Equipment, Investment property and right of use assets have been physically verified by
the management during the year in accordance with the planned programme of verifying them in a phased
manner over a period and no material discrepancies were noticed on such physical verification.
(c) According to the information and explanations given to us and on the basis of our examination of the records
of the Company, the title deeds of immovable properties (other than properties where the company is the
lessee and the lease agreements are duly executed in favour of the lessee) as disclosed in the Standalone
Financial Statements are held in the name of the Company or in the name of erstwhile companies merged
with the Company in the past.
(d) According to the information and explanations given to us, the Company has not revalued its Property, Plant
and Equipment (including Right of Use assets) or its intangible assets. Accordingly, the requirements under
Paragraph3(i)(d) of the Order are not applicable to the Company.
(e) According to the information and explanations given to us, no proceeding has been initiated or pending
against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 and
rules made thereunder. Accordingly, the provisions stated in Paragraph 3(i)(e) of the Order are not applicable
to the Company.
(ii) In respect of Inventory:
(a) The inventory has been physically verified during the year by the management. In our opinion, the frequency
of verification, coverage and procedure of such verification is reasonable and appropriate. No material
discrepancies were noticed on verification between the physical stocks and the book records that were 10%
or more in the aggregate for each class of inventory;
(b) According to the information and explanations given to us and on the basis of our examination of the records
of the Company, the Company has been sanctioned working capital limits in excess of Rs. 5 crores in aggregate
from Banks on the basis of security of current assets. Quarterly returns / statements filed with such Banks are
materially in agreement with the books of accounts of the Company.
(iii) According to the information & explanation provided to us, during the year, the Company has not made any
investments or provided guarantee or security or granted advances in the nature of loans, to any entity.
(a) During the year, the Company has granted interest-bearing unsecured loans to subsidiary and Associate as
follows:

Particulars Amounts (Rs. in Lacs)


Aggregate amount of Loan granted / provided to:
- Subsidiary 4,525.00
- Associate 4,500.00
Balance Outstanding as at Balance Sheet date in respect of above cases:
- Subsidiary 4,525.00
- Associate -

104 UFLEX Limited


CIN: L74899DL1988PLC032166
(b) According to the information and explanations given to us and based on the audit procedures conducted
by us, we are of the opinion that the terms and conditions of the above loans given are, prima-facie, not
prejudicial to the interest of the Company.
(c) According to the information and explanations given to us and on the basis of our examination of the records
of the Company, in the case of loans given, the repayment of principal and payment of interest has been
stipulated and the repayments or receipts have been regular.
(d) According to the information and explanations given to us and on the basis of our examination of the records
of the Company, there are no amounts overdue for more than ninety days in respect of the aforesaid loan
granted to the companies.
(e) According to the information and explanations provided to us and on the basis of our examination of the
records of the Company, balance of loan of Rs. 2021.35 lacs, granted to the above subsidiary, had fallen due
during the year, which has been settled by giving the fresh loan given to the same subsidiary, constituting 22%
of the aggregate to the total loans granted during the year.
(f) According to the information and explanations given to us and on the basis of our examination of the records
of the Company, the Company has not given any loans either repayable on demand without specifying
any terms or period of repayment. Hence, the requirements under paragraph 3(iii)(f) of the Order are not
applicable to the Company.
(iv) In our opinion and according to the information and explanations given to us, the Company has not either directly
or indirectly, granted any loan to any of its directors or to any other person in whom the director is interested, in
accordance with the provisions of section 185 the Act and has complied with the provisions of section 186 of the
Act, with respect to loans, investments, guarantees and security given during the year and those outstanding in
the beginning of the Year.
(v) According to the information and explanations given to us, the Company has not accepted any deposits from the
public within the meaning of Sections 73, 74, 75 and 76 of the Act and the rules framed there under.
(vi) We have broadly reviewed the books of account relating to materials, labour and other items of cost maintained
by the Company, as specified by the Central Government for the maintenance of cost records under sub-section
(1) of section 148 of the Act and we are of the opinion that prima facie the prescribed accounts and records have
been made and maintained. We have not, however, made a detailed examination of the records with a view to
determine whether they are accurate or complete.
(vii) In respect of Statutory dues:
(a) According to the information and explanations given to us and the records of the Company examined by us, in
our opinion, undisputed statutory dues including Goods and Services Tax (GST), Provident Fund, Employees'
State Insurance, Income Tax, Duty of customs, Cess and other material statutory dues applicable to Company,
have been generally regularly deposited by the Company with appropriate authorities.
According to the information and explanations given to us, no undisputed amounts payable in respect of GST,
Provident Fund, Employees’ State Insurance, Income tax, Duty of custom, Cess and other material statutory
dues applicable to the Company, were outstanding, at the year end, for a period of more than six months from
the date they became payable.
(b) According to the information and explanations given to us and examination of records of the Company, the
outstanding dues (Gross of amount deposited under protest, if any) of sales tax, VAT, income-tax, excise duty,
service tax and GST and any other statutory dues on account of any dispute, are as follows:

34th Annual Report 2022 - 2023 105


Name of Statute Nature of Amount Period to which it Forum where dispute is
Dues (Rs. in Lacs) pertains (all or some pending
years, in case of block)
The Central Sales Sales Tax 775.20 Financial Year: 2008-09 High Court
Tax Act, 1956 and and VAT and 2010-11
concerned Value Added 65.20 Financial Year: 2013-14 to Tribunal
Tax Laws 2015-16
127.89 Financial Year: 2015-16 to Appellate Authority upto
2017-18 Commissioner’s level
Total 968.29
The Income-tax Act, 1961 Income-tax 80.31 Assessment Year: 2002-03 High Court
and 2003-04
873.32 Assessment Year: 2004-05 Income-tax Appellate
to 2007-08 and 2011-12 to Tribunal (ITAT)
2013-14
4,298.71 Assessment Year: 2011-12 Commissioner of Income
to 2021-22 Tax Appeals
Total 5,252.34
The Central Excise Act, Excise Duty 7.73 Financial Year: 1996-97 Supreme Court
1944 50.76 Financial Year: 1998-99, High Court
1999-2000 and 2005-06
2,904.63 Financial Year: 2012-13 to Tribunal
2015-16
1,498.15 Financial Year: 1997-98 to Pr. Commissioner /
2016-17 Commissioner
342.85 Financial Year: 1997-98 to Superintendent/ AC/DC/JC
2017-18
Total 4,804.12
The Finance Act, 1994 Service Tax 6.34 Financial Year: 2006-07 ADC
Total 6.34
Laws on Goods and Goods and 700.71 Financial Year: 2017-18 to High Court
Services Tax Services 2019-20
Tax (GST) 68.72 Financial Year: 2017-18 to JC/ADC(A)
2022-23
Total 769.43
(viii) According to the information and explanations given to us, there are no transactions which are not accounted
in the books of account which have been surrendered or disclosed as income during the year in Tax Assessment
of the Company, under Income Tax Act, 1961. Also, there are no previously unrecorded income which has
been now recorded in the books of account. Hence, the provision stated in paragraph 3(viii) of the Order is not
applicable to the Company.
(ix) (a) In our opinion and according to the information and explanations given to us, the Company has not
defaulted in the repayment of loans or borrowings or in payment of interest thereon to any lender.
(b) According to the information and explanations given to us and on the basis of our audit procedures, we
report that the Company has not been declared willful defaulter by any bank or financial institution or
other lender.

106 UFLEX Limited


CIN: L74899DL1988PLC032166
(c) In our opinion and according to the information and explanations provided to us, money raised by way of
term loans during the year have been applied for the purpose for which they were raised.
(d) According to the information and explanations given to us, and the procedures performed by us, and on
an overall examination of the Standalone Financial Statements of the Company, we report that no funds
raised on short-term basis have been used for long-term purposes by the Company.
(e) According to the information and explanations given to us and on an overall examination of the
Standalone Financial Statements of the Company, we report that the Company has not taken any funds
from any entity or person on account of or to meet the obligations of its subsidiaries, associates or joint
ventures. Accordingly, Paragraph 3(ix)(e) of the Order is not applicable.
(f) According to the information and explanations given to us and procedures performed by us, we report
that the Company has not raised loans during the year on the pledge of securities held in its subsidiaries,
joint ventures or associate companies. Accordingly, Paragraph 3(ix)(f) of the Order is not applicable.
(x) (a) In our opinion and according to the information and explanations given to us, the Company did not raise
any money by way of initial public offer or further public offer (including debt instruments) during the
year. Accordingly, the provision of paragraph 3 (x)(a) of the Order is not applicable to the Company.
(b) According to the information and explanations given to us, the Company has not made any preferential
allotment or private placement of shares or convertible debentures (fully, partly or optionally convertible)
during the year. Accordingly, the provision of paragraph 3(x)(b) of the Order is not applicable to the
Company.
(xi) (a) During the course of our audit, examination of the books and records of the Company, carried out in
accordance with the generally accepted auditing practices in India, and according to the information and
explanations given to us, we have neither come across any instance of material fraud by the Company
nor on the Company, during the course of audit of the Standalone Financial Statements for the year;
accordingly the provision stated in paragraph 3 (xi)(a) & (b) of the Order are not applicable to the Company.
(b) As represented to us by the management, there are no whistle-blower complaints received by the
Company during the year. Accordingly, the provisions stated in paragraph 3(xi)(c) of the Order is not
applicable to Company.
(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi
Company. Accordingly, the provisions stated in Paragraph 3(xii) (a) to (c) of the Order are not applicable to the
Company.
(xiii) According to the information and explanations given to us and based on our examination of the records of the
Company, transactions with the related parties are in compliance with sections 177 and 188 of the Companies
Act, 2013, where applicable and details of such transactions have been disclosed in the Standalone Financial
Statements as required by the applicable Indian Accounting Standards.
(xiv) (a) In our opinion and based on our examination, the Company has an internal audit system commensurate
with the size and nature of its business.
(b) We have considered internal audit reports of the Company issued till date, for the period under audit.
(xv) In our opinion and according to the information and explanations given to us, during the year the Company
has not entered into non-cash transactions with directors or persons connected with its directors and hence,
provisions of section 192 of the Act are not applicable to Company. Accordingly, the provisions stated in
Paragraph 3(xv) of the Order is not applicable to the Company.
(xvi) (a) In our opinion and according to the information and explanations given to us, the Company is not
required to be registered under section 45 IA of the Reserve Bank of India Act, 1934 and accordingly, the
provisions stated in Paragraph 3(xvi)(a) of the Order are not applicable to the Company.

34th Annual Report 2022 - 2023 107


(b) In our opinion and according to the information and explanations given to us, the Company has not
conducted during the year any Non-Banking Financial or Housing Finance activities. Hence, the reporting
under Paragraph 3(xvi)(b) of the Order is not applicable to the Company.
(c) In our opinion and according to the information and explanations given to us, neither the Company nor
any Company in the Group, is a Core investment Company as defined in the regulations made by Reserve
Bank of India. Hence, the reporting under Paragraph 3(xvi)(c) and (d) of the Order are not applicable to
the Company.
(xvii) Based on the overall review of the Standalone Financial Statements, the Company has not incurred cash
losses in the current financial year and in the immediately preceding financial year. Hence, the provisions
stated in paragraph 3(xvii) of the Order are not applicable to the Company.
(xviii) There has been no resignation of the statutory auditors during the year. Hence, the provisions stated in
Paragraph3(xviii) of the Order are not applicable to the Company.
(xix) According to the information and explanations given to us and on the basis of the financial ratios, ageing
and expected dates of realisation of financial assets and payment of financial liabilities, other information
accompanying the standalone financial statements, our knowledge of the Board of Directors and management
plans and based on our examination of the evidence supporting the assumptions, nothing has come to our
attention, which causes us to believe that any material uncertainty exists as on the date of the audit report
that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall
due within a period of one year from the balance sheet date. We, however, state that this is not an assurance
as to the future viability of the Company. We further state that our reporting is based on the facts up to the
date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due
within a period of one year from the balance sheet date, will get discharged by the Company as and when they
fall due.
(xx) (a) In respect of other than ongoing projects, the Company is not required to transfer unspent amount of
Corporate Social Responsibility (CSR) to a Fund specified in Schedule VII of the Act within a period of six
months of the expiry of the financial year in compliance with second proviso to sub-section (5) of section
135 of the Act.
(b) In respect of ongoing projects, the Company has transferred unspent amount to Unspent CSR Account
with the Schedule Bank, within a period of thirty days from the end of the financial year in compliance
with the section 135(6) of the said Act.

For M S K A & Associates For VIJAY SEHGAL & CO.


Chartered Accountants Chartered Accountants
Firm Registration No.:105047W Firm Registration No.: 000374N

Vinod Gupta S. V. Sehgal


Partner Partner
Membership No. 503690 Membership No. 080329
UDIN : 23503690BGYIGZ5991 UDIN : 23080329BGZHYC3017

Place: NOIDA Place: NOIDA


Date: May 30, 2023 Date: May 30, 2023

108 UFLEX Limited


CIN: L74899DL1988PLC032166
ANNEXURE B TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE STANDALONE
FINANCIAL STATEMENTS OF UFLEX LIMITED
Referred to in paragraph 2 (f) under ‘Report on Other Legal and Regulatory Requirements’ in the Independent
Auditors’ Report of even date to the Members of UFlex Limited on the Financial Statements for the year ended
March 31, 2023

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act,
2013 (“the Act”)
Opinion
We have audited the internal financial controls with reference to Standalone Financial Statements of UFlex Limited
(“the Company”) as of March 31, 2023 in conjunction with our audit of the Standalone Financial Statements of the
Company for the year ended on that date.

In our opinion, the Company has, in all material respects, an adequate internal financial controls with reference
to Standalone Financial Statements and such internal financial controls with reference to standalone financial
statements were operating effectively as at March 31, 2023, based on the internal control with reference to Standalone
Financial Statements criteria established by the Company considering the essential components of internal control
stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of
Chartered Accountants of India (ICAI) (the “Guidance Note”).

Management’s Responsibility for Internal Financial Controls


The Company’s Management and the Board of Directors are responsible for establishing and maintaining internal
financial controls based on the internal control with reference to Standalone Financial Statements criteria established
by the Company considering the essential components of internal control stated in the Guidance Note. These
responsibilities include the design, implementation and maintenance of adequate internal financial controls that
were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to
Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy
and completeness of the accounting records, and the timely preparation of reliable financial information, as required
under the Act.
Auditors’ Responsibility
Our responsibility is to express an opinion on the Company's internal financial controls with reference to Standalone
Financial Statements based on our audit. We conducted our audit in accordance with the Guidance Note issued by
ICAI and Standards on Auditing prescribed under section 143(10) of the Act, to the extent applicable to an audit of
internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements
and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls
with reference to Standalone Financial Statements was established and maintained and if such controls operated
effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial
controls with reference to Standalone Financial Statements and their operating effectiveness. Our audit of internal
financial controls with reference to Standalone Financial Statements included obtaining an understanding of
internal financial controls with reference to Standalone Financial Statements, assessing the risk that a material
weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the
assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of
material misstatement of the Standalone Financial Statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion on the Company’s internal financial controls with reference to Standalone Financial Statements.

34th Annual Report 2022 - 2023 109


Meaning of Internal Financial Controls With reference to Standalone Financial Statements
A Company's internal financial control with reference to Standalone Financial Statements is a process designed
to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Standalone
Financial Statements for external purposes in accordance with generally accepted accounting principles. A Company's
internal financial control with reference to Standalone Financial Statements includes those policies and procedures
that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions
and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as
necessary to permit preparation of Standalone Financial Statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in accordance with authorizations
of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely
detection of unauthorized acquisition, use, or disposition of the Company's assets that could have a material effect on
the standalone financial statements.
Inherent Limitations of Internal Financial Controls With reference to Standalone Financial Statements
Because of the inherent limitations of internal financial controls with reference to Standalone Financial Statements,
including the possibility of collusion or improper management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls
with reference to Standalone Financial Statements to future periods are subject to the risk that the internal financial
control with reference to Standalone Financial Statements may become inadequate because of changes in conditions,
or that the degree of compliance with the policies or procedures may deteriorate.

For M S K A & Associates For VIJAY SEHGAL & CO.


Chartered Accountants Chartered Accountants
Firm Registration No.:105047W Firm Registration No.: 000374N

Vinod Gupta S. V. Sehgal


Partner Partner
Membership No. 503690 Membership No. 080329
UDIN : 23503690BGYIGZ5991 UDIN : 23080329BGZHYC3017

Place: NOIDA Place: NOIDA


Date: May 30, 2023 Date: May 30, 2023

110 UFLEX Limited


CIN: L74899DL1988PLC032166
Balance Sheet as at 31st March 2023
(Rs. in Lacs)
Particulars Note No. As At As At
31st March 2023 31st March 2022
I ASSETS
Non-Current Assets
a) Property, Plant and Equipment 2A 2,43,508.52 1,73,332.05
b) Capital Work-in-Progress 48 26,873.31 48,693.81
c) Investment Property 2B 1,215.24 1,102.89
d) Intangible Assets 2C 1,110.35 1,847.39
e) Right of Use Assets 2D 27,619.88 24,483.62
f) Intangible Assets under development 49 735.40 840.13
g) Financial Assets
i) Investments 3 45,061.85 46,627.65
ii) Loans 4 96.27 22.65
iii) Other Financial Assets 5 2,195.45 1,680.61
h) Other Non-Current Assets 6 10,626.79 13,019.88
Total Non-Current Assets 3,59,043.06 3,11,650.68
Current Assets
a) Inventories 7 84,770.19 71,210.64
b) Financial Assets
i) Trade Receivables 8 2,05,295.64 1,69,444.80
ii) Cash and Cash equivalents 9 (A) 19,614.67 13,671.66
iii) Bank Balances other than (ii) above 9 (B) 4,480.20 2,763.73
iv) Loans 10 4,525.00 4,306.86
v) Other Financial Assets 11 2,368.46 1,130.07
c) Other Current Assets 12 16,346.76 14,601.02
Total Current Assets 3,37,400.92 2,77,128.78
TOTAL ASSETS 6,96,443.98 5,88,779.46
II EQUITY AND LIABILITIES
Equity
a) Equity Share Capital 13 7,221.15 7,221.15
b) Other Equity 14 2,83,092.92 2,60,995.33
Total Equity 2,90,314.07 2,68,216.48
Liabilities
Non-Current Liabilities
a) Financial Liabilities
i) Borrowings 15 1,36,916.46 1,03,504.51
ii) Lease Liabilities 4,271.92 3,638.37
iii) Other Financial Liabilities 16 2,402.80 2,047.29
b) Provisions 17 2,165.85 2,075.46
c) Deferred Tax Liabilities (Net) 18 8,076.01 8,061.31
Total Non-Current Liabilities 1,53,833.04 1,19,326.94
Current Liabilities
a) Financial Liabilities
i) Borrowings 19 1,06,436.30 67,243.10
ii) Lease Liabilities 582.18 784.39
iii) Trade payables 20
- Total outstanding dues of Micro & Small enterprises 2,715.64 2,586.53
- Total outstanding dues of creditors other than Micro & 1,08,440.54 1,07,216.20
Small enterprises
iv) Other Financial Liabilities 21 16,677.27 9,334.47
b) Other Current Liabilities 22 12,931.86 8,332.25
c) Provisions 23 1,220.02 1,404.92
d) Current Tax Liabilities (Net) 24 3,293.06 4,334.18
Total Current Liabilities 2,52,296.87 2,01,236.04
TOTAL EQUITY AND LIABILITIES 6,96,443.98 5,88,779.46
The accompanying Notes from S.No. 1 to 54 form an Integral Part of the Standalone Financial Statements.
For and on behalf of the Board of Directors

Rajesh Bhatia Jagmohan Mongia Ashok Chaturvedi


Group President Whole-time Director Chairman & Managing Director
(Finance & Accounts) & CFO DIN 09051022 DIN 00023452

Rakesh Malhotra Ritesh Chaudhry This is the Standalone Balance Sheet referred to in our report of even date attached
Vice President Sr. Vice President-Secretarial & For M S K A & Associates For VIJAY SEHGAL & Co.
(Corp. Accounts) Company Secretary Chartered Accountants Chartered Accountants
Firm’s Registration No.: 105047W Firm’s Registration No.: 000374N

Place : NOIDA Vinod Gupta S.V. SEHGAL


Dated : 30th May, 2023 Partner Partner
M.No.: 503690 M.No.: 080329

34th Annual Report 2022 - 2023 111


Statement of Profit & Loss for the year ended 31st March 2023
(Rs. in Lacs)
Particulars Note No. For the Year Ended For the Year Ended
31st March 2023 31st March 2022
INCOME:
Revenue from Operations
Gross Revenue from Sale of Products & Services 25 (A) 7,04,285.15 6,03,147.78
Less : Inter unit Revenue from Sale of Products & Services 40,114.64 46,627.67
Net Revenue from Sale of Products & Services 6,64,170.51 5,56,520.11
Other Operating Income 25 (B) 13,718.79 10,858.11
Revenue from Operations 6,77,889.30 5,67,378.22
Other Income 26 3,811.58 4,681.23
Total Income 6,81,700.88 5,72,059.45
EXPENSES:
Cost of materials consumed 27 4,50,483.36 3,75,676.19
Purchase of Stock-in-Trade 8,110.15 2,962.29
Changes in inventories of finished goods, work-in-progress and Stock- 28 (2,282.11) (8,219.93)
in-Trade
Employee benefits expense 29 56,059.83 50,679.49
Finance costs 30 18,256.83 15,502.92
Depreciation and amortization expense 2 26,205.80 25,320.81
Other expenses 31 94,382.65 84,735.40
Expenses Allocated to Self Constructed Assets 32 (1,227.42) (1,739.42)
TOTAL EXPENSES 6,49,989.09 5,44,917.75
PROFIT BEFORE TAX 31,711.79 27,141.70
Less / (Add) : Tax expense:
- Current tax 7,660.00 7,859.00
- Deferred tax 37.25 (3,654.01)
- Short / (Excess) Provision of Income Tax for earlier years (357.61) 704.23
Profit for the Year 24,372.15 22,232.48
Other Comprehensive Income
Items that will not be reclassified subsequently to Profit or Loss
Remeasurement of the net defined benefit liability / asset (89.59) (609.12)
Fair Value Changes/Realised Value in Equity Instruments (41.18) 609.73
Income tax relating to items that will not be reclassified subsequently 22.55 153.30
to Profit & Loss
Total (108.22) 153.91
Total Comprehensive Income for the year 24,263.93 22,386.39
Earnings Per Equity Share (For the Year)
a) Basic (Rs.) 42 33.75 30.79
b) Diluted (Rs.) 42 33.75 30.79

The accompanying Notes from S.No. 1 to 54 form an Integral Part of the Standalone Financial Statements.
For and on behalf of the Board of Directors

Rajesh Bhatia Jagmohan Mongia Ashok Chaturvedi


Group President Whole-time Director Chairman & Managing Director
(Finance & Accounts) & CFO DIN 09051022 DIN 00023452

Rakesh Malhotra Ritesh Chaudhry This is the Standalone Statement of Profit & Loss referred to in our report of even date
Vice President Sr. Vice President-Secretarial & attached
(Corp. Accounts) Company Secretary For M S K A & Associates For VIJAY SEHGAL & Co.
Chartered Accountants Chartered Accountants
Firm’s Registration No.: 105047W Firm’s Registration No.: 000374N

Place : NOIDA Vinod Gupta S.V. SEHGAL


Dated : 30th May, 2023 Partner Partner
M.No.: 503690 M.No.: 080329

112 UFLEX Limited


CIN: L74899DL1988PLC032166
Statement of Changes in Equity for the year ended 31st March 2023
(Rs. in lacs)

Particulars Equity Other Equity Total


Share Reserve & Surplus Other Comprehensive
Capital Income
Capital Securities General Retained Equity Remeasure-
Reserve Premium Reserve Earnings Instrument ment of
through Defined
other Benefit
comprehen- Plans
sive Income
Balance as at 1st April 7,221.15 10,377.76 57,110.63 20,164.05 1,56,690.23 (2,425.33) (1,503.11) 2,47,635.38
2021
Total Other 609.73 (455.82) 153.91
Comprehensive Income
for the Year (Net of Tax)
Dividend Paid (1,805.29) (1,805.29)
Profit for the Year 22,232.48 22,232.48
Amount transferred to (10.77) 10.77 -
Retained Earning on
Disposal of Investment
recognized through
Other Comprehensive
Income (Net of Tax)
Balance as at 31st 7,221.15 10,377.76 57,110.63 20,164.05 1,77,106.65 (1,804.83) (1,958.93) 2,68,216.48
March 2022
Balance as at 1st April 7,221.15 10,377.76 57,110.63 20,164.05 1,77,106.65 (1,804.83) (1,958.93) 2,68,216.48
2022
Total Other (41.18) (67.04) (108.22)
Comprehensive Income
for the Year (Net of Tax)
Dividend Paid (2,166.34) (2,166.34)
Profit for the Year 24,372.15 24,372.15
Balance as at 31st 7,221.15 10,377.76 57,110.63 20,164.05 1,99,312.46 (1,846.01) (2,025.97) 2,90,314.07
March 2023

The accompanying Notes from S.No. 1 to 54 form an Integral Part of the Standalone Financial Statements.
For and on behalf of the Board of Directors

Rajesh Bhatia Jagmohan Mongia Ashok Chaturvedi


Group President Whole-time Director Chairman & Managing Director
(Finance & Accounts) & CFO DIN 09051022 DIN 00023452

Rakesh Malhotra Ritesh Chaudhry This is the Standalone Statement of Changes in Equity referred to in our report of even
Vice President Sr. Vice President-Secretarial & date attached
(Corp. Accounts) Company Secretary For M S K A & Associates For VIJAY SEHGAL & Co.
Chartered Accountants Chartered Accountants
Firm’s Registration No.: 105047W Firm’s Registration No.: 000374N

Place : NOIDA Vinod Gupta S.V. SEHGAL


Dated : 30th May, 2023 Partner Partner
M.No.: 503690 M.No.: 080329

34th Annual Report 2022 - 2023 113


Standalone Cash Flow Statement for the year ended 31st March 2023
(Rs. in lacs)
For the Year Ended For the Year Ended
31st March 2023 31st March 2022
A. CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before tax 31,711.79 27,141.70
Adjustment for :
Depreciation and amortisation expense 26,205.80 25,320.81
(Gain)/Loss on Sale of Property, Plant & Equipment (Net) (234.38) 64.22
Property, Plant & Equipment written Off 259.11 34.47
(Gain)/Loss on sale of Investment Property - (10.76)
(Gain)/Loss on disposal of Right to Use Assets (7.88) (5.21)
Finance Cost 18,256.83 15,502.92
Interest received from Banks / others (1,077.59) (583.51)
Rent Received (956.46) (954.18)
Dividend on 7.5% Preference Shares (1,094.56) (2,752.44)
Dividend received on Investments carried at cost (58.70) (58.70)
Remeasurement of the net defined benefit liability / asset (89.59) 41,202.58 (609.12) 35,948.50

Operating Profit before Working Capital changes 72,914.37 63,090.20

Adjustment for :
Trade Receivables (35,850.84) (35,595.01)
Loans and Other financial assets and other assets (2,025.24) 5,305.62
Inventories (13,559.55) (19,967.54)
Trade payables 1,353.45 32,974.38
Other financial liabilities, other liabilities and provisions 9,307.58 (40,774.60) 332.83 (16,949.72)
Cash generated from operations 32,139.77 46,140.48
Income Tax paid (8,343.51) (8,495.17)
Net Cash generated from operating activities (A) 23,796.26 37,645.31

B. CASH FLOW FROM INVESTING ACTIVITIES


Purchase of Property, Plant & Equipment, Investment (72,355.99) (71,328.10)
Property, Intangibles Assets and Capital work in progress
Sale proceeds of PPE & Intangible Assets 1,487.11 1,645.26
(Outflow) / Inflow on Purchase/Sale of Investments (Net) (0.38) 296.39
Proceeds from redemption of 7.5% Preference shares 1,525.00 -
Movement in non current financial assets (199.73) 31.16
Loans to Subsidiaries (Net) (1,775.00) (1,565.00)

114 UFLEX Limited


CIN: L74899DL1988PLC032166
(Rs. in lacs)
For the Year Ended For the Year Ended
31st March 2023 31st March 2022
Loans to Associate (Net) 1,500.00 (1,500.00)
Loan to Jointly Controlled Entity (Net) (4.81) (1.73)
Interest received from Banks / others 926.49 583.51
Dividend on 7.5% Preference Shares - 2,752.44
Rent Received 956.46 954.18
Dividend received on Investments carried at cost 58.70 58.70
Net Cash used in Investing Activities (B) (67,882.15) (68,073.19)

C. CASH FLOW FROM FINANCING ACTIVITIES


Dividend Paid (2,176.55) (1,809.72)
Lease Payments (1,175.37) (2,175.78)
Finance Cost (17,507.86) (15,213.73)
Borrowings (Net) 72,605.15 46,000.78
Net Cash generated/(used) in Financing Activities (C) 51,745.37 26,801.55
Net (Decrease)/ Increase (A+B+C) 7,659.48 (3,626.33)
Cash and Bank Balances
Opening 16,435.39 20,061.72
Closing # 24,094.87 16,435.39

#Includes Rs. 4,480.20 lacs ( Previous Year Rs.2,763.73 lacs) in respect of amount lying in unclaimed dividend accounts / margin
money accounts / fixed deposits pledged with the banks as margin for letter of credits, guarantees & bills discounted.

The accompanying Notes from S.No. 1 to 54 form an Integral Part of the Standalone Financial Statements.

For and on behalf of the Board of Directors

Rajesh Bhatia Jagmohan Mongia Ashok Chaturvedi


Group President Whole-time Director Chairman & Managing Director
(Finance & Accounts) & CFO DIN 09051022 DIN 00023452

Rakesh Malhotra Ritesh Chaudhry This is the Standalone Cash Flow Statement referred to in our report of even date
Vice President Sr. Vice President-Secretarial & attached
(Corp. Accounts) Company Secretary For M S K A & Associates For VIJAY SEHGAL & Co.
Chartered Accountants Chartered Accountants
Firm’s Registration No.: 105047W Firm’s Registration No.: 000374N

Place : NOIDA Vinod Gupta S.V. SEHGAL


Dated : 30th May, 2023 Partner Partner
M.No.: 503690 M.No.: 080329

34th Annual Report 2022 - 2023 115


Notes on the Financial Statements for the year ended 31st March 2023

1: COMPANY OVERVIEW AND SIGNIFICANT ACCOUNTING POLICIES


I. Company Overview
Uflex Ltd. is a public limited company, domiciled in India and registered with the ROC, Delhi & Haryana under
the Registration number 55-32166 dated 21st June 1988. Old Registration number has been converted into
new Corporate Identification Number (CIN) L74899DL1988PLC032166.
Registered office of the Company is situated at 305, 3rd Floor, Bhanot Corner, Pamposh Enclave, Greater
Kailash-I, New Delhi- 110 048 and Corporate Office at A-107-108, Sector-4, Noida, Uttar Pradesh-201301.
The Company is a leading Indian Multinational, engaged in the manufacture and sale of flexible packaging
products & offers a complete flexible packaging solution to its customers across the globe.

II. Significant Accounting Policies


A. Basis of Preperation of Financial Statements
The financial statements of the company have been prepared in accordance with the Indian Accounting
Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules 2015 as amended
from time to time by the Ministry of Corporate Affairs (MCA), the provisions of Companies Act, 2013, and
guidelines issued by the Securities and Exchange Board of India (SEBI). Accounting policies have been
consistently applied except where a newly issued Indian Accounting Standard is initially adopted or a
revision to an existing Indian Accounting Standard requires a change in the accounting policy hitherto in
use. Financial statements of the company are prepared under the historical cost convention except for the
certain financial assets and liabilities measured at fair value as mentioned in applicable accounting policies.
B. (i) Use of Estimates and Judgements
The preparation of the financial statements is in conformity with Ind AS requires management
to make estimates, judgments and assumptions. These estimates, judgments and assumptions
affect the application of accounting policies and the reported amounts of assets and liabilities, the
disclosures of contingent assets and liabilities at the date of the financial statements and reported
amounts of revenues and expenses during the period. Accounting estimates could change from
period to period. Actual results could differ from those estimates. Appropriate changes in estimates
are made as management becomes aware of changes in circumstances surrounding the estimates.
The estimates and underlying assumptions are reviewed on going concern basis.
Revisions to accounting estimates are recognized in the period in which the estimate is revised if the
revision affects only that period, in the period of the revision and future periods if the revision affects
both current and future.
(ii) Critical Accounting Judgements and Key Sources of Estimation Uncertainty
In the application of the Company accounting policies, which are described as above, the
management of the Company are required to make judgements, estimates and assumptions about
the carrying amounts of assets and liabilities that are not readily apparent from other sources. The
estimates and associated assumptions are based on historical experience and other factors that
are considered to be relevant. Actual results may differ from these estimates. The estimates and
underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised prospectively.
The following are the areas of estimation uncertainty and critical judgements that the management
has made in the process of applying the Company’s accounting policies and that have the most
significant effect on the amounts recognised in the standalone financial statements:-
Useful lives of depreciable assets
Management reviews the useful lives of depreciable assets at each reporting date. As at the current
year end, management assessed that the useful lives represent the expected utility of the assets to
the Company. Further, there is no significant change in the useful lives as compared to previous
year.

116 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

Defined benefit plans


The cost of the defined benefit plan and other postemployment benefits and the present value of
such obligation are determined using actuarial valuations. An actuarial valuation involves making
various assumptions that may differ from actual developments in the future. These include the
determination of the discount rate, future salary increases, mortality rates and future pension
increases. Due to the complexities involved in the valuation and its long-term nature, a defined
benefit obligation is sensitive to changes in these assumptions. All assumptions are reviewed at each
reporting date.
Provision and contingent liability
On an ongoing basis, Company reviews pending cases, claims by third parties and other contingencies.
For contingent losses that are considered probable, an estimated loss is recorded as an accrual
in financial statements. Contingent losses that are considered possible are not provided for but
disclosed as Contingent liabilities in the financial statements. Contingencies the likelihood of which
is remote are not disclosed in the financial statements. Contingent gain are not recognized until the
contingency has been resolved and amounts are received or receivable.
Impairment of financial and non-financial assets
The impairment provisions for Financial Assets are based on assumptions about risk of default and
expected cash loss rates. The company uses judgement in making these assumptions and selecting
the inputs to the impairment calculation, based in Company’s past history, existing market conditions
as well as forward-looking estimates at the end of each reporting period. The Company assesses the
investment in equity instrument of subsidiary companies and unquoted preference shares carried
at cost/amortised cost for impairment testing, by comparing carrying value with recoverable value,
adopting DCF model for arriving value in use etc.
Impairment of Non – Financial Assets exists when the carrying value of an asset or Cash Generating
Unit exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its
value in use. The fair value less costs of disposal calculation is based on available data from binding
sales transactions, conducted at arm’s-length, for similar assets or observable market prices less
incremental costs for disposing of the asset. The value in use calculation is based on a DCF model.
C. REVENUES
Revenues from sale of goods and processing
Revenue from the sale of goods and processing of material (Job Work) in the course of ordinary
activities is measured at the value of the consideration received or receivable, net of returns, trade
discounts, rate differences and volume rebates. Revenue is recognized at point of time which
generally coincides with the delivery of products, representing transfer of control to the buyer,
recovery of the consideration is probable, the associated costs and possible return of goods can be
estimated reliably, there is no continuing effective control over the goods and the amount of revenue
can be measured reliably. The timing of transfer of control normally happens upon shipment. Export
sales are recognised on the date when shipped on board as per terms of sale and are recorded at the
relevant exchange rates prevailing on the date of the transaction. However, in case of consignment
sales to agents revenues are recognized when the materials are sold to ultimate customers.
Further, revenues are recognized at gross value of consideration of goods & processing of goods
excluding Goods and Services Tax (GST).
Revenue from Services
Revenue from the service contract is recognized when the related services are performed and revenue
from the services at the end of the reporting period is recognized based on stage of completion
method. When there is uncertainty as to the ultimate collection of the revenue, recognition is
postponed until such uncertainty is resolved. Revenues from service contracts are measured based
on the services performed to date as a percentage of total services to be performed. In case where
the services are performed by an indeterminate number of acts over a specified period of time,
revenue is recognized on a straight line basis over the specified period. After the initial recognition, in

34th Annual Report 2022 - 2023 117


Notes on the Financial Statements for the year ended 31st March 2023

respect of uncollectible amount, provisions are made in the period in which amount is identified as
uncollectible.
Interest Income
Interest income is recognized on time apportionment basis. Effective interest method is used to
compute the interest income on long terms loans and advances.
Dividend Income
Dividend income is recognized when the right to receive is established, which is generally when
shareholders approve the dividend.
D. PROPERTY, PLANT AND EQUIPMENT (PPE)
Recognition and measurement:
Property, plant and equipment are initially recognized at cost after deducting refundable purchase taxes
and including the cost directly attributable to bring the asset to the location and conditions necessary for
it to be capable of operating in the manner intended by the management, borrowing cost in accordance
with the established accounting policy, cost of restoring and dismantling, if any, initially estimated by
the management. After the initial recognition the property, plant and equipment are carried at cost less
accumulated depreciation and impairment losses, if any.
Cost of Self-constructed assets is determined using the same principles as for acquired assets after
eliminating the component of internal profits.
Any gain or loss on disposal of an item of property, plant and equipment is recognized in the statement
of profit and loss.
Depreciation on all property, plant & equipment are provided for, from the date of put to use for commercial
production on straight line method at the useful lives prescribed in Schedule-II to the Companies Act,
2013, except for the followings, where the management believes that technical useful lives is different
from those prescribed in Schedule II of the Companies Act, 2013 based on technical evaluation:

Particulars Description
Rotogravure Cylinders & Shims (useful life of 3 Over the useful life as technically specified by the
Years ) management based on the past experience
Continuous process Plant for Packaging Film Over the useful life as technically specified by the
(useful life of 20 Years) management based on the past experience
Identifiable separate components of Plant & Over the useful life as technically specified by the
Equipment (useful life of 3 to 7 years) management based on the past experience
Cost of leasehold land are written off over the primary lease period of the land expect of the leasehold
land, held by the company on the date of transition, which is amortized over the remaining useful lives of
the assets. Freehold land is not depreciated.
The estimated useful lives, residual values and depreciation method are reviewed at each financial year
end and the effect of any change is accounted for on prospective basis.
The carrying amount of the all property, plant and equipment are derecognized on its disposal or when
no future economic benefits are expected from its use or disposal and the gain or loss on de-recognition
is recognized in the statement of profit & loss.
Reclassification to investment property:
When the use of a property changes from owner-occupied to investment property, the property is
reclassified as investment property at its carrying amount on the date of reclassification.
E. INTANGIBLE ASSETS
Acquired Intangible assets are initially recognized at cost after deducting refundable purchase taxes
and including the transaction cost, if any. After initial recognition, intangibles are carried at cost less
accumulated amortization and accumulated impairment losses, if any.

118 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

Intangible assets in respect of Product development is created when the technical and commercial
feasibility of the project is demonstrated, future economic benefits are probable, the company has
an intention and ability to complete and use or sell the product / technology and the cost is reliably
measurable. Revenue expenditures pertaining to Research is charged to the statement of profit &
loss. Development costs of products are charged to the statement of profit & loss unless a products
technological and commercial feasibility has been established in which case such expenditure is
capitalized. Subsequent to initial recognition, internally generated intangible assets are reported at cost
less accumulated amortization and accumulated impairment loss, if any.
Intangibles assets are amortized over their respective individual estimated useful lives on a straight line
basis, from the date they are available for use, as per period prescribed in respective license/ agreement
or five years.
Intangible asset is derecognized on disposal or when no future economic benefits are expected from
continuing use or disposal.
The estimated useful lives, residual values and amortization method are reviewed at each financial year
end and the effect of any change is accounted for on prospective basis.
F. INVESTMENT PROPERTIES
Investment properties are initially recognized at cost after deducting refundable purchase taxes and
including the transaction cost, if any. After initial recognition the investment properties are carried at
cost less accumulated depreciation and impairment losses, if any.
Transfer to and from the investment properties are made when and only when, there is change in the
use of the investment property as evidenced by the conditions laid down under the Indian Accounting
Standard. The carrying amount of the property as on the date of classification is considered as carrying
value of the investment property and vice-versa.
Depreciation on investment properties are provided for from the date of put to use for on straight line
method at the useful lives prescribed in Schedule-II to the Companies Act, 2013.
The carrying amount of the investment properties are derecognized on its disposal or when no future
economic benefits are expected from its use or disposal and the gain or loss on de-recognition is
recognized in the statement of profit & loss.
The estimated useful lives, residual values and depreciation method are reviewed at each financial year
end and the effect of any change is accounted for on prospective basis.
The fair value of the investment properties are disclosed in the notes.
G. INVENTORIES
Inventories of finished goods and work in progress are valued at lower of cost, based on weighted
average method, (except in case of machine manufacturing where specific identification method is used)
arrived after including depreciation/ amortization on plant & machinery, electrical installation, right to
use assets and factory building, repair & maintenance on factory building, and specific manufacturing
expenses including specific payments & benefits to employees or net realizable value.
Raw Materials and other materials including packaging, stores and fuels are valued at lower of cost,
based on first-in-first-out method arrived at after including freight inward and other expenditure directly
attributable to acquisition or net realizable value.
Net realizable value is the estimated selling price in the ordinary course of business, less the estimated
costs of completion and sales.
H. FINANCIAL INSTRUMENTS
Initial Recognition:
The Company recognizes financial assets and financial liabilities when it becomes a party to the
contractual provisions of the instrument. All financial assets and liabilities are recognized at fair value

34th Annual Report 2022 - 2023 119


Notes on the Financial Statements for the year ended 31st March 2023

on initial recognition, except for trade receivables/payables and where cost of generation of fair value
exceeds benefits, which are initially measured at transaction price. Transaction costs directly related to
the acquisition or issue of the financial assets and financial liabilities (other than financial assets and
financial liabilities through statement of profit & loss) are added to or deducted from the cost of financial
assets or financial liabilities. Transaction cost directly attributed to the acquisition of financial assets
or financial liabilities at fair value through statement of profit & loss are recognized immediately in the
statement of profit & loss.
Subsequent Recognition:
Non-derivative financial instruments
(i) Financial assets carried at amortized cost: A financial asset is subsequently measured at amortized
cost if it is held within a business model whose objective is to hold the asset in order to collect
contractual cash flows and the contractual terms of the financial asset give rise on specified dates to
cash flows that are solely payments of principal and interest on the principal amount outstanding.
(ii) Financial assets at fair value through other comprehensive income: A financial asset is
subsequently measured at fair value through other comprehensive income if it is held within a
business model whose objective is achieved by both collecting contractual cash flows and selling
financial assets and the contractual terms of the financial asset give rise on specified dates to cash
flows that are solely payments of principal and interest on the principal amount outstanding.
The Company has made an irrevocable election for its investments which are classified as equity
instruments (all being not held for trading), to present the subsequent changes in fair value in other
comprehensive income based on its business model.
Fair value of the listed equity instruments are measured using the rate quoted in the stock exchange
wherein the securities are actively traded as on the last working day of the period of reporting. In
respect of unlisted equity instruments, fair value is determined based on the latest audited financial
statements and considering the open market information available, failing which it shall be measured
at cost.
(iii) Financial assets at fair value through profit and loss: A financial asset which is not classified in any
of the above categories (including investment in units of mutual funds) is subsequently fair valued
through profit and loss.
(iv) Financial liabilities: Financial liabilities are subsequently carried at amortized cost using the
effective interest method, except for contingent consideration recognized in a business combination
which is subsequently measured at fair value through profit and loss. For trade and other payables
maturing within one year from the Balance Sheet date, the carrying amounts approximate fair value
due to the short maturity of these instruments.
(v) Investment in Subsidiaries/Joint ventures / Associates: Investment in subsidiaries / Joint Ventures
/ Associates are carried at cost less impairment, if any, in the separate financial statements. Any gain
or losses on disposal of these investments are recognized in the statement of profit & loss.
(vi) Derivative financial instruments; The Group holds derivative financial instruments to hedge its
interest rate risk exposures. Derivatives are initially measured at fair value. Subsequent to initial
recognition, derivatives are measured at fair value, and changes therein are recognised through
profit or loss.
I. FINANCIAL LIABILITIES
Financial liabilities are initially recognized at the fair value of the consideration received less directly
attributable transaction cost.
Subsequent to initial measurement, financial liabilities viz borrowings are measured at amortized cost.
The difference in the initial carrying amount of the financial liabilities and their redemption value is
recognized in the statement of profit & loss over the contractual term using the effective interest rate
method.

120 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

Financial liabilities are further classified as current and non-current depending whether they are payable
within 12 months from the balance sheet date or beyond.
Financial liabilities are derecognized when the company is discharged from its obligation; they expire,
are cancelled or replaced by a new liability with substantial modified terms.
J. EARNINGS PER SHARE
Basic Earnings Per Share is computed by dividing the net profit attributable to the equity shareholders of
the company to the weighted average number of Shares outstanding during the period & Diluted earnings
per share is computed by dividing the net profit attributable to the equity shareholders of the company
after adjusting the effect of all dilutive potential equity shares that were outstanding during the period.
The weighted average number of shares outstanding during the period includes the weighted average
number of equity shares that could have issued upon conversion of all dilutive potential.
K. TAXATION
Current Tax
Current tax is expected tax payable on the taxable income for the year, using the tax rate enacted at the
reporting date.
Current tax assets and liabilities are offset where the company has legal enforceable right to offset and
intends either to settle on net basis, or to realize the assets and settle the liability simultaneously.
Deferred Tax Assets and Liabilities
Deferred tax is recognized for all taxable temporary differences and is calculated based on the carrying
amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation
purposes.
Deferred tax is measured at the tax rates that are expected to be applied when the asset is realized or the
liability is settled, based on the laws that have been enacted or substantively enacted at the reporting
date.
Deferred tax assets are recognized only to the extent that it is probable that future taxable profits will be
available against which the assets can be utilized. Deferred tax assets are reviewed at each reporting date
and are reduced to the extent that it is no longer probable that the related tax benefit will be realized.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset.
Current and Deferred Tax for the Year
Current and deferred tax are recognized in the statement of profit & loss, except when they relates to
items that are recognized in other comprehensive income or directly in equity, in which case, the current
tax and deferred tax is recognized directly in other comprehensive income or equity as the case may be.
L. EMPLOYEE BENEFITS
The company provides for the various benefits plans to the employees. These are categorized into Defined
Benefits Plans and Defined Contributions Plans. Defined contribution plans includes the amount paid
by the company towards the liability for Provident fund to the employees provident fund organization,
National Pension Scheme and Employee State Insurance fund in respect of ESI and defined benefits plans
includes the retirement benefits, such as gratuity and paid absences (leave benefits) both accumulated
and non-accumulated.
a. In respect Defined Contribution Plans, contribution made to the specified fund based on the services
rendered by the employees are charged to Statement of Profit & Loss in the year in which services are
rendered by the employee.
b. Liability in respect of Defined Long Term benefit plan is determined at the present value of the
amounts payable determined using actuarial valuation techniques performed by an independent
actuarial at each balance sheet date using the projected unit credit methods. Re-measurement,
comprising actuarial gain and losses, the effects of assets ceiling (if applicable) and the return on

34th Annual Report 2022 - 2023 121


Notes on the Financial Statements for the year ended 31st March 2023

plan assets (excluding interest), are reflected immediately in the statement of Financial Position with
a charge or credit recognized in other comprehensive income in the period in which they occur. Past
Service cost is recognized in the statement of profit & loss in the period of plan amendment.
c. Liabilities for accumulating paid absences is determined at the present value of the amounts payable
determined using the actuarial valuation techniques performed by an independent actuarial at each
balance sheet date using the projected unit credit method. Actuarial gain or losses in respect of
accumulating paid absences are charged to statement of profit & loss account.
d. Liabilities for short term employee benefits are measured at undiscounted amount of the benefits
expected to be paid and charged to Statement of Profit & Loss in the year in which the related service
is rendered.
M. IMPAIRMENT
Financial assets
The company recognizes the impairment on financial assets based on the expected credit loss model
for the financial assets which are not fair value through statement of profit and loss. Loss allowance on
trade receivables, with no significant financing component is measured at an amount equal to lifetime
expected credit loss. The amount of expected credit losses or reversal that is required to adjust the loss
allowance at the reporting date to the amount that is required to be recognized is recognized as an
impairment gain or loss in the statement of profit and loss for the period.
Intangible assets, investment property and property, plant and equipment
Intangible assets, investment property and property plant & equipment are evaluated for recoverability
wherever events or changes in circumstances indicate that their carrying amount may not be recoverable.
For impairment testing, assets that do not generate independent cash flows are grouped together into
Cash Generating Units (CGUs).
For the purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost
to disposal and the value in use) is determined on an individual asset basis unless the asset does not
generate cash flows that are largely independent of those from other assets. In such cases, the recoverable
amount is determined for the CGU to which the asset belongs.
If such asset is considered to be impaired, the impairment to be recognized in the statement of profit
and loss is measured by the amount by which the carrying value of the assets exceeds the estimated
recoverable amount of the asset. An impairment loss is reversed in the statement of profit & loss if there
have been changes in the estimates used to determine the recoverable amount. The carrying amount is
increased to its revised recoverable amount, provided that this amount does not exceeds the carrying
amount that would have been determined (net of any accumulated amortization or depreciation) had no
impairment loss has been recognized for the asset in prior years.
N. PROVISIONS, CONTINGENT LIABILITIES AND CONTINGENT ASSETS
A provision is recognized, if as a result of past event the company has present legal or constructive
obligations that is reasonably estimable and it is probable that an outflow of economic benefits will be
required to settle the obligation.
Contingent liabilities are disclosed for possible obligations arising out of uncertain events not wholly in
control of the company.
Contingent assets are not recognized in the financial statements. However due disclosures are made in
the financial statements for the contingent assets, where economic benefits is probable and amount can
be estimated reliably.
O. FOREIGN CURRENCY TRANSACTIONS
Functional Currency
The Company functional currency is Indian Rupees. The financial statement of the company is presented
in Indian rupees rounded off to nearest lacs.

122 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

Transaction and Translations


Transactions in currency other than Indian Rupees are recorded at the rate, as declared by the custom
authority / inter-bank rates, ruling on the date of transaction.
Unsettled Foreign currency denominated monetary assets and liabilities, as at the balance sheet date,
are translated using the exchange rates as at the balance sheet date. The gain or loss resulting from
the translation is recognized in the statement of profit & loss. Non-monetary assets and non-monetary
liabilities denominated in foreign currency and measured at cost are translated at the exchange rate at
the date of the transaction. Non-monetary assets and non-monetary liabilities denominated in foreign
currency and measured carried at fair value are translated at the date when the fair value is determined.
Transaction gain or losses realized upon settlement of foreign currency transaction are included in
determining the net profit for the period in which transaction is settled.
Exchanges difference arises on settlement / translation of foreign currency monetary items relating to
acquisition of property, plant & equipment till the period they are put to use for commercial production,
are capitalized to the cost of assets acquired and provided for over the useful life of the property, plant &
equipment.
P. LEASES
The Company as a Lessee
The Company’s lease asset classes primarily consist of leases for land, rental properties, equipment and
vehicles. The Company assesses whether a contract contains a lease, at inception of a contract. A contract
is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period
of time in exchange for consideration. To assess whether a contract conveys the right to control the use of
an identified asset, the Company assesses whether: (i) the contract involves the use of an identified asset
(ii) the Company has substantially all of the economic benefits from use of the asset through the period
of the lease and (iii) the Company has the right to direct the use of the asset.
At the date of commencement of the lease, the Company recognizes a right-of-use (ROU) asset and a
corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a
term of 12 months or less (short-term leases) and low value leases. For these short-term and low-value
leases, the Company recognizes the lease payments as an operating expense on a straight-line basis
over the term of the lease. Certain lease arrangements includes the options to extend or terminate the
lease before the end of the lease term. ROU assets and lease liabilities includes these options when it
is reasonably certain that they will be exercised. The ROU assets are initially recognized at cost, which
comprises the initial amount of the lease liability adjusted for any lease payments made at or prior to
the commencement date of the lease plus any initial direct costs less any lease incentives. They are
subsequently measured at cost less accumulated depreciation and impairment losses. ROU assets are
depreciated from the commencement date on a straight-line basis over the shorter of the lease term
and useful life of the underlying asset. ROU assets are evaluated for recoverability whenever events or
changes in circumstances indicate that their carrying amounts may not be recoverable. For the purpose
of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and the
value-in-use) is determined on an individual asset basis unless the asset does not generate cash flows that
are largely independent of those from other assets. In such cases, the recoverable amount is determined
for the Cash Generating Unit (CGU) to which the asset belongs.
The lease liability is initially measured at amortized cost at the present value of the future lease
payments. The lease payments are discounted using the interest rate implicit in the lease or, if not readily
determinable, using the incremental borrowing rates of the Company. Lease liabilities are remeasured
with a corresponding adjustment to the related ROU asset if the Company changes its assessment of
whether it will exercise an extension or a termination option. Lease liability and ROU assets have been
separately presented in the Balance Sheet and lease payments have been classified as financing cash
flows.
For Short Term Leases and leases for which underlying asset is of low value, Lease payments are recognize
as an expenses on a straight line basis over a lease term.

34th Annual Report 2022 - 2023 123


Notes on the Financial Statements for the year ended 31st March 2023

The Company as a lessor


Leases for which the Company is a lessor is classified as a finance or operating lease. Whenever the terms
of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is
classified as a finance lease. All other leases are classified as operating leases.
For operating leases, rental income is recognized on a straight line basis over the term of the relevant
lease
Q. BORROWING COST
Borrowings cost are interest and other costs (including exchange differences relating to foreign currency
borrowings to the extent they are regarded as an adjustment to interest costs) incurred in connection
with the borrowing of funds. Borrowing cost directly attributable to the acquisition or construction of
qualifying /eligible assets, intended for commercial production are capitalized as part of the cost of such
assets. All other borrowing costs are recognized as an expense in the year in which they are incurred.
R. OPERATING SEGEMENTS
Operating segments are defined as components of the Company: (a) that engages in business activities
from which it may earn revenues and incur expenses (including revenues and expenses relating to
transactions with other components of the Company),(b) whose operating results are regularly reviewed
by the Company’s designated individual chief operating decision maker to make decisions about resources
to be allocated to the segment and assess its performance, and (c) for which discrete financial information
is available. Management has chosen to organise the Company, around differences in business activities/
customer base/ products belonging to different industry, having different economic characteristics and
not on the basis of geographical areas, looking to the practical impediments. Accordingly the Company
has identified following reportable segments, viz. Flexible packaging activities, Engineering activities and
others (Unallocable). All directly attributable revenue and expenses and expenses which can be allocated
to segments, are reported under each reportable segment. All other expenses which are not attributable
or allocable to segments, are shown under Other (Unallocable). Company has identified assets and
liabilities to each reportable segment.
S. STANDARDS (INCLUDING AMENDMENTS) ISSUED BUT NOT YET AFFECTIVE
Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards
under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023,
MCA amended the Companies (Indian Accounting Standards) Amendment Rules, 2023, as below:
Ind AS 1 - Presentation of Financial Statements-
This amendment requires the entities to disclose their material accounting policies rather than their
significant accounting policies. The effective date for adoption of this amendment is annual periods
beginning on or after April 1, 2023. The Company has evaluated the amendment and the impact of the
amendment is insignificant in the standalone financial statements.
Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors
This amendment has introduced a definition of ‘accounting estimates’ and included amendments to Ind
AS 8 to help entities distinguish changes in accounting policies from changes in accounting estimates. The
effective date for adoption of this amendment is annual periods beginning on or after April 1, 2023. The
Company has evaluated the amendment and there is no impact on its standalone financial statements.
Ind AS 12 – Income Taxes-This amendment has narrowed the scope of the initial recognition exemptions
so that it does not apply to transactions that give rise to equal and offsetting temporary differences. The
effective date for adoption of this amendment is annual periods beginning on or after April1, 2023. The
Company has evaluated the amendment and there is no impact on its standalone financial statement.

124 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

2A Property, Plant And Equipment


(Rs.in lacs)
Freehold Building Plant & Electrical Office Furniture & Vehicles Total
Land Equipment Installations Equipment Fixtures
GROSS CARRYING VALUE
As at 1st April 2021 10.87 54,374.28 3,01,938.09 9,490.43 6,890.14 7,211.18 3,302.48 3,83,217.47
Additions During the Year - 440.01 25,879.17 163.14 551.46 127.02 788.03 27,948.83
Transfer to Investment - (5.30) - - - - - (5.30)
Property
Deductions During the Year - - (4,469.99) (0.80) (1,819.12) (5.22) (159.46) (6,454.59)
As at 31st March 2022 10.87 54,808.99 3,23,347.27 9,652.77 5,622.48 7,332.98 3,931.05 4,04,706.41
Additions During the Year 5,173.07 13,343.26 72,977.28 1,886.89 1,002.96 422.60 1,073.20 95,879.26
Transfer to Investment - - - - - - - -
Property
Deductions During the Year - (380.70) (10,426.39) (7.22) (108.16) (36.02) (599.59) (11,558.08)
As at 31st March 2023 5,183.94 67,771.55 3,85,898.16 11,532.44 6,517.28 7,719.56 4,404.66 4,89,027.59
DEPRECIATION
As at 1st April 2021 - 15,133.18 1,79,310.47 5,841.07 5,547.88 5,188.40 1,959.53 2,12,980.53
Provided for the Year - 1,724.23 19,668.11 586.67 503.74 282.69 341.71 23,107.15
Transfer to Investment - (2.66) - - - - - (2.66)
Property
Deductions During the Year - - (2,894.64) (0.15) (1,727.99) (2.91) (84.97) (4,710.66)
As at 31st March 2022 - 16,854.75 1,96,083.94 6,427.59 4,323.63 5,468.18 2,216.27 2,31,374.36
Provided for the Year - 2,036.94 20,422.19 508.91 543.17 287.16 393.03 24,191.40
Transfer to Investment - - - - - - - -
Property
Deductions During the Year - (333.67) (9,270.14) (6.36) (100.40) (33.01) (303.11) (10,046.69)
As at 31st March 2023 - 18,558.02 2,07,235.99 6,930.14 4,766.40 5,722.33 2,306.19 2,45,519.07
NET CARRYING VALUE
As at 31st March 2022 10.87 37,954.24 1,27,263.33 3,225.18 1,298.85 1,864.80 1,714.78 1,73,332.05
As at 31st March 2023 5,183.94 49,213.53 1,78,662.17 4,602.30 1,750.88 1,997.23 2,098.47 2,43,508.52
Note: Borrowing cost capitalised (including on capital work in progress) during the Year is Rs. 1,882.86 Lacs (Previous year Rs. 580.06 lacs).

2B Investment Property (Rs.in lacs)


Freehold Land Leasehold Land Building Total
GROSS CARRYING VALUE
As at 1st April 2021 8.57 273.95 4,054.02 4,336.54
Additions During the Year - - - -
Transfer from Property, Plant & Equipment - - 5.30 5.30
Deductions During the Year - (1.89) - (1.89)
As at 31st March 2022 8.57 272.06 4,059.32 4,339.95
Additions During the Year - - 232.48 232.48
Transfer from Property, Plant & Equipment - - - -
Deductions During the Year - - - -
As at 31st March 2023 8.57 272.06 4,291.80 4,572.43
DEPRECIATION / AMORTISATION
As at 1st April 2021 - 17.69 3,096.98 3,114.67
Provided for the Year - 3.53 116.35 119.88
Transfer from Property, Plant & Equipment - - 2.66 2.66
Deductions During the Year - (0.15) - (0.15)
As at 31st March 2022 - 21.07 3,215.99 3,237.06
Provided for the Year - 3.51 116.62 120.13
Transfer from Property, Plant & Equipment - - - -
Deductions During the Year - - - -
As at 31st March 2023 - 24.58 3,332.61 3,357.19
NET CARRYING VALUE
As at 31st March 2022 8.57 250.99 843.33 1,102.89
As at 31st March 2023 8.57 247.48 959.19 1,215.24
Note: Fair value of the Investment Properties is Rs 15,290.88 Lacs as at year end (Previous Year Rs.12,589.67 Lacs), as valued by
Independent architect and approved valuer.

34th Annual Report 2022 - 2023 125


Notes on the Financial Statements for the year ended 31st March 2023

2C Intangible Assets
(Rs.in lacs)
Software Patent Technical Know How Total
Internally Other Than
Generated Internally
Generated
GROSS CARRYING VALUE
As at 1st April 2021 3,273.78 639.56 2,829.28 2,866.90 9,609.52
Additions During the Year 84.28 - - - 84.28
Deductions During the Year (0.51) - - - (0.51)
As at 31st March 2022 3,357.55 639.56 2,829.28 2,866.90 9,693.29
Additions During the Year 30.40 - - 195.00 225.40
Deductions During the Year (211.53) - - - (211.53)
As at 31st March 2023 3,176.42 639.56 2,829.28 3,061.90 9,707.16
DEPRECIATION / AMORTISATION
As at 1st April 2021 2,336.17 639.53 1,754.43 1,920.64 6,650.77
Provided for the Year 271.79 0.03 572.90 350.90 1,195.62
Deductions During the Year (0.49) - - - (0.49)
As at 31st March 2022 2,607.47 639.56 2,327.33 2,271.54 7,845.90
Provided for the Year 246.57 - 301.74 413.68 961.99
Deductions During the Year (211.08) - - - (211.08)
As at 31st March 2023 2,642.96 639.56 2,629.07 2,685.22 8,596.81
NET CARRYING VALUE
As at 31st March 2022 750.08 - 501.95 595.36 1,847.39
As at 31st March 2023 533.46 - 200.21 376.68 1,110.35

2D Right of Use Assets


(Rs.in lacs)
Leasehold Leasehold Rental Plant & Vehicles Total
Land Land Properties Equipment
Premium
GROSS CARRYING VALUE
As at 1st April 2021 20,202.25 2,717.01 1,009.08 810.85 931.80 25,670.99
Additions During the Year 1,527.99 60.28 360.55 - 77.73 2,026.55
Deductions During the Year - - (630.31) - (58.06) (688.37)
As at 31st March 2022 21,730.24 2,777.29 739.32 810.85 951.47 27,009.17
Additions During the Year 2,845.79 644.66 371.44 242.48 283.50 4,387.87
Deductions/Adjustment During the Year - (74.14) (498.96) (123.49) (98.19) (794.78)
As at 31st March 2023 24,576.03 3,347.81 611.80 929.84 1,136.78 30,602.26
DEPRECIATION / AMORTISATION
As at 1st April 2021 846.87 31.25 741.96 242.11 452.96 2,315.15
Provided for the Year 236.09 49.90 219.97 160.54 231.66 898.16
Deductions During the Year - - (630.31) - (57.45) (687.76)
As at 31st March 2022 1,082.96 81.15 331.62 402.65 627.17 2,525.55
Provided for the Year 257.93 52.75 236.52 207.31 177.77 932.28
Deductions During the Year - - (297.78) (123.49) (54.18) (475.45)
As at 31st March 2023 1,340.89 133.90 270.36 486.47 750.76 2,982.38
NET CARRYING VALUE
As at 31st March 2022 20,647.28 2,696.14 407.70 408.20 324.30 24,483.62
As at 31st March 2023 23,235.14 3,213.91 341.44 443.37 386.02 27,619.88

126 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

Breakup of Depreciation and Amortisation charge for the Year:


(Rs. in lacs)
For the Year For the Year
Ended 31.03.2023 Ended 31.03.2022
Depreciation and Amortisation on:
Property, Plant & Equipment 24,191.40 23,107.15
Investment Property 120.13 119.88
Intangible Assets 961.99 1,195.62
Right of use assets 932.28 898.16
26,205.80 25,320.81

3: Investments
Particulars Description Face As At 31.03.2023 As At 31.03.2022
Value Number Amount Number Amount
(Rs. In Lacs) (Rs. In Lacs)
I Measured at Cost (Less Impairment, if any)
a. Equity Instruments in Subsidiaries
Unquoted
Fully Paid Up
i) IN WHOLLY OWNED SUBSIDIARIES
Flex Middle East FZE,Dubai @ Equity AED 1 107 12,672.08 107 12,672.08
Million
Uflex Europe Ltd.,UK Equity GBP 1 60,87,529 5,191.02 60,87,529 5,191.02
Uflex Packaging Inc,USA Equity US$ 10 3,67,500 1,690.92 3,67,500 1,690.92
Flex Chemicals Pvt. Ltd.,Russia Equity RUB 1/- 50,000 0.58 50,000 0.58
ii) IN OTHER SUBSIDIARIES
UPET Holdings Ltd.,Mauritius Equity US$ 1 2,27,20,001 10,307.20 2,27,20,001 10,307.20
USC Holograms Pvt. Ltd. Equity Rs.10/- 40,800# 4.08 40,800# 4.08
b. Equity Instruments in Associate
Quoted
Fully Paid Up
Flex Foods Ltd. Equity Rs.10/- 58,70,000 587.00 58,70,000 587.00
c. Equity Instruments in Joint Venture
Unquoted
Fully Paid Up
Digicyl Pte. Ltd., Singapore Equity US$ 1 5,00,000 337.50 5,00,000 337.50
Total -3(I) 30,790.38 30,790.38
II Designated & Carried at Fair value through
Other Comprehensive Income
Equity Instruments
i) Quoted
Fully Paid Up
Ansal Properties & Infrastructure Ltd. Equity Rs.5/- 5,89,910 66.37 5,89,910 78.75
Kothari Products Ltd. Equity Rs.10/- 3,42,900 391.25 3,42,900 438.40
B.A.G.Films Ltd. Equity Rs.2/- 49,300 1.82 49,300 2.74
Reliance Infrastructure Ltd. Equity Rs.10/- 60,000 86.55 60,000 67.38
Bilcare Ltd. Equity Rs.10/- 1,100 0.48 - -
ii) Unquoted
Fully Paid Up
Vijaya Home Loans Ltd. Equity Rs.10/- 50,000 - 50,000 -
Total -3(II) 546.47 587.27

34th Annual Report 2022 - 2023 127


Notes on the Financial Statements for the year ended 31st March 2023

Particulars Description Face As At 31.03.2023 As At 31.03.2022


Value Number Amount Number Amount
(Rs. In Lacs) (Rs. In Lacs)
III Designated & Carried at Amortised Cost
(Less Impairment, if any)
Preference Shares
Unquoted
Fully Paid Up
Montage Enterprises Private Limited $ Preference Rs. 100/- 1,37,25,000 13,725.00 1,52,50,000 15,250.00
7.5% Cumulative, Non-Participative
Redeemable Preference Shares
TOTAL 3 (I+II+III) 45,061.85 46,627.65

(Rs. in lacs)
As at As at
31.03.2023 31.03.2022
Notes:
i) Aggregate amount of Quoted Investments 2,974.49 2,974.10
ii) Aggregate Market Value of Quoted 5,028.21 5,729.39
Investments
iii) Aggregate amount of unquoted Investments 43,933.38 45,458.38
iv) Aggregate amount of impairment in value of
Investments :
- Quoted 1,841.01 1,799.83
- Unquoted 5.00 5.00
1,846.01 1,804.83
v) Investment Carried at Cost 30,790.38 30,790.38
vi) Investment Carried at Fair Value through 546.47 587.27
Other Comprehensive Income
Investment Carried at Amortised Cost 13,725.00 15,250.00
# Including 4 Equity Shares held by nominees,
nominated by the Company.
@ Includes 17 Shares of AED 1 Million each pledged to the Commercial Bank of Dubai (CBD) towards the Term Loan Facilities sanctioned by
CBD to Flex Middle East FZE being a wholly owned subsidiary of the Company.
$ These Preference Shares are redeemable at par in ten equal annual instalments commencing from 3rd October 2022 in respect
of 125,05,000 Preference Shares amounting to Rs. 12,505 Lacs allotted on 3rd October 2019 and from 30th March 2023 in respect of
27,45,000 Preference Shares amounting to Rs. 2,745 Lacs allotted on 30th March 2020.

(Rs. in lacs)
As At As At
31.03.2023 31.03.2022
4: Loans
(Unsecured, Considered Good)
Loans to :
-Loan to Joint Venture 61.67 -
- Employees 54.99 44.92
Less: Current Portion 20.39 96.27 22.27 22.65
TOTAL : 96.27 22.65
# Additional Information on Loan to Joint Venture:
Name of the Company Rate of Rate of Interest
Interest
Digicyl Pte. Ltd.(Singapore) -Joint Venture 6.5% 61.67 -

128 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

As At As At
31.03.2023 31.03.2022

5 Other Non-Current Financial Assets


Security Deposits 1,962.61 1,647.50
Balance with Banks in Fixed Deposits Accounts 232.84 33.11
for a period more than 12 Months*
TOTAL : 2,195.45 1,680.61
*Pledged with Banks as margin for Letters of Credits, Guarantees and Bills Discounted.

6: Other Non-Current Assets


Capital Advances 8,453.13 10,805.93
Deposit with Excise/ GST / Sales Tax Authorities 611.63 599.96
Deposits / Advances with Income Tax Authorities 1,562.03 1,613.99
TOTAL : 10,626.79 13,019.88

7: Inventories
Raw Materials 47,219.73 39,968.27
Work-in-Progress 16,889.43 16,722.98
Finished Goods 9,031.16 6,866.92
Traded Goods 199.08 247.66
Material-in-Transit :
- Raw Materials 9,368.09 5,469.80
- Raw Materials (Intra Group) 375.75 515.03
Stores, Packing Material & Fuel 1,686.95 1,419.98
TOTAL : 84,770.19 71,210.64

8: Trade Receivables ^
Current- Unsecured
Considered Good 2,05,295.64 1,69,444.80
Having Significant increase in Credit Risk 8,008.90 7,817.53
Trade Receivables # 2,13,304.54 1,77,262.33
Less : Allowance for bad and doubtful Trade 8,008.90 7,817.53
receivables
TOTAL : 2,05,295.64 1,69,444.80

# Includes due from :


- Subsidiaries 39,486.61 26,638.64
- Related Parties 2,327.15 5,443.76
^ Refer Note No 46 for Ageing Schedule
Movements in allowance for bad and doubtful
Trade receivable:
Opening Balance 7,817.53 7,054.12
(+) Provision made during the year 1,054.47 1,806.40
(-) Amount utilised from provision (863.10) (1,042.99)
Closing Balance 8,008.90 7,817.53

34th Annual Report 2022 - 2023 129


Notes on the Financial Statements for the year ended 31st March 2023

As At As At
31.03.2023 31.03.2022

9: Cash & Bank Balances


A) Cash & Cash Equivalents
Balances with Banks:
- In Current Accounts 2,313.43 5,744.96
- In Cash Credits Accounts 6,177.87 4,589.13
- In Fixed Deposits Accounts 10,870.55 19,361.85 3,209.99 13,544.08
Remittance in transit 219.53 -
Cash on hand 20.63 20.39
Cheques on hand 12.66 107.19
Sub-Total (A) 19,614.67 13,671.66
B) Other Bank Balances
- In Fixed Deposits Accounts* 3,843.16 1,745.80
- In Unclaimed Dividend Accounts 101.26 111.47
- In Margin Money Accounts 535.78 906.46
Sub-Total (B) 4,480.20 2,763.73
TOTAL (A+B) : 24,094.87 16,435.39
*Pledged with Banks as margin for Letters of Credits, Guarantees and Bills Discounted.

10: Loans
(Unsecured, Considered Good)
% of the % of the
Total Loans Total Loans
Loan to Subsidiary 100.0% 4,525.00 63.9% 2,750.00
Loan to Joint Venture - 1.3% 56.86
Loans to Associate - 34.8% 1,500.00
TOTAL : 4,525.00 4,306.86
Additional Information on Loan to Subsidiary,
associate & Joint Venture:
Name of the Company Rate of Rate of
Interest Interest
USC Holograms Pvt. Ltd.-Subsidiary 10% 4,525.00 10% 2,750.00
Flex Foods Ltd.-Associate - 10% 1,500.00
Digicyl Pte. Ltd.(Singapore) -Joint Venture - 6.5% 56.86
Total 4,525.00 4,306.86
The above loans are for a fixed period as specified in respective loan agreements with an option to prepay by the borrower.

11: Other Financial Assets


Current Portion of Long Terms Loans given 20.39 22.27
Interest accrued but not due on :
- 7.5% Cumulative Redeemable Preference Shares 1,376.58 282.02
- Loan to Subsidiary 100.23 0.68
- Loan to Joint Venture 17.71 12.64
- Loan to Associate - 42.78
- Deposits with Banks 188.29 99.84
- Others 13.42 12.61
Other Receivables 651.84 657.23
TOTAL : 2,368.46 1,130.07

130 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

As At As At
31.03.2023 31.03.2022

12: Other Current Assets


Other Advances 2,055.51 1,811.99
Advance to Suppliers 3,505.10 4,700.18
Export Incentive Receivable 945.20 1,394.18
Amount recoverable from Related Parties 0.20 -
Balances with Excise /GST / VAT Authorities 9,840.75 6,694.67
TOTAL : 16,346.76 14,601.02

13: Share Capital


A AUTHORISED
The Company's authorised Capital is of Rs. 34,000.00 Lacs (Previous Year Same) distributed into 1,90,00,000 (Previous Year
Same) Preference Shares of Rs.100/- each and 15,00,00,000 (Previous Year Same) Equity Shares of Rs. 10/- Each.
B ISSUED, SUBSCRIBED & PAID-UP
The Issued and Subscribed Capital of the Company as at 31st March 2023 is of Rs. 7,228.42 Lacs, represented by 7,22,84,187
Equity Shares (Including 72,701 Equity Shares forfeited) of Rs. 10/- each and the paid-up Capital as at 31st March 2023 is of
Rs.7,221.15 Lacs, represented by 7,22,11,486 Equity Shares of Rs. 10/- each . The reconciliation of the Equity Share Capital
of the Company is given as under:

Issued & Subscribed Fully Paid-Up Partly Paid-Up


Number Amount Number Amount Number Amount
(Rs. In Lacs) (Rs. In Lacs) (Rs. In Lacs)
Balance as at 1st April 2021 7,22,84,187 7,228.42 7,22,11,486 7,221.15 - -
Balance as at 31st March 2022 7,22,84,187 7,228.42 7,22,11,486 7,221.15 - -
Balance as at 31st March 2023 7,22,84,187 7,228.42 7,22,11,486 7,221.15 - -

Amount Originally paid up on the forfeited shares was of Rs. 3.89 Lacs (Previous Year Same).

The Company's Paid-up Capital of 7,22,11,486 (Previous Year Same) Equity Shares of Rs. 10/- each, is distributed as under:
% Change As At As At
During the 31st March 2023 31st March 2022
Year Number % Number %
a) Promoter & Promoter Group 3,21,90,949 44.58 3,17,84,239 44.02
Flex International Pvt. Ltd. 0.56 96,04,287 13.30 91,97,577 12.74
Anshika Investments Pvt. Ltd. - 57,71,092 7.99 57,71,092 7.99
A.R. Leasing Pvt. Ltd. - 49,94,891 6.92 49,94,891 6.92
Anshika Consultants Pvt. Ltd. - 37,78,524 5.23 37,78,524 5.23
Apoorva Extrusion Pvt. Ltd. - 43,23,162 5.99 43,23,162 5.99
Anant Overseas Pvt. Ltd. - 10,00,000 1.38 10,00,000 1.38
Ashok Kumar Chaturvedi (Karta) - 16,94,051 2.35 16,94,051 2.35
Ashok Chaturvedi - 5,02,533 0.70 5,02,533 0.70
A.L.Consultants Pvt. Ltd. - 3,55,486 0.49 3,55,486 0.49
Rashmi Chaturvedi - 1,25,145 0.17 1,25,145 0.17
Magic Consultants Pvt Ltd. - 41,778 0.06 41,778 0.06
b) Public Shareholding * 4,00,20,537 55.42 4,04,27,247 55.98
i) Institution 57,11,135 7.91 50,44,507 6.98
ii) Non- Institution 3,43,09,402 47.51 3,53,82,740 49.00
* Of which Shareholder holding More than 5 % of the Paid-up Capital
Kebale Trading Ltd. 54,65,840 7.57 54,65,840 7.57
Vistra ITCL (India) Ltd. 89,54,089 12.40 90,75,980 12.57

34th Annual Report 2022 - 2023 131


Notes on the Financial Statements for the year ended 31st March 2023

C RESTRICTION ON VOTING RIGHTS


The Company has only one class of issued equity share capital as on the date of the balance sheet and each holder of equity
share is entitled for one vote per share and right to receive the dividend, if any, declared on the equity shares.
D DIVIDEND
The Board of Directors of the Company has recommended a final dividend of Rs.3.00 (Previous Year Rs.3.00) per share,
aggregating to Rs.2,166.34 Lacs (Previous Year Rs. 2,166.34 Lacs) for the financial year ended 31st March 2023, subject to the
approval of the Shareholders in their ensuring Annual General Meeting.

14: Other Equity


(Rs. in lacs)
Reserve & Surplus Other Comprehensive Income Total

Capital Securities General Retained Equity Remeasure-


Reserve Premium Reserve Earnings Instrument ment of
through other Defined
comprehensive Benefit Plans
Income
Balance as at 1st April 2021 10,377.76 57,110.63 20,164.05 1,56,690.23 (2,425.33) (1,503.11) 2,40,414.23
Total Other Comprehensive 609.73 (455.82) 153.91
Income for the year (Net of Tax)
Dividend Paid (Including (1,805.29) (1,805.29)
Dividend Distribution Tax)
Profit for the Year 22,232.48 22,232.48
Amount transferred to Retained (10.77) 10.77 -
Earning on Disposal of
Investment recognized through
Other Comprehensive Income
(Net of Tax)
Balance as at 31st March 2022 10,377.76 57,110.63 20,164.05 1,77,106.65 (1,804.83) (1,958.93) 2,60,995.33
Total Other Comprehensive (41.18) (67.04) (108.22)
Income for the Year (Net of Tax)
Dividend Paid (2,166.34) (2,166.34)
Profit for the Year 24,372.15 24,372.15
Balance as at 31st March 2023 10,377.76 57,110.63 20,164.05 1,99,312.46 (1,846.01) (2,025.97) 2,83,092.92

Description of Reserves
Capital Reserve
This includes Rs. 10,288.18 Lacs towards amount of warrant application money forfeited by the Company in the past on non
exercise of option by the warrant holders to convert the warrants into Equity Shares and Rs. 89.58 Lacs towards amount
received on Equity Shares Forfeited by the Company in the past.
Securities Premium
Securities Premium was created consequent to issuance of shares at Premium. These reserves can be utilized in accordance
with the provisions of Section 52 of the Companies Act, 2013.
General Reserve
General Reserve was created in accordance with erstwhile Companies Act, 1956 & Rules thereunder by transferring the Surplus
in the Statement of Profit & Loss to the General Reserve, as per the limits laid down thereunder on distribution of Profits to
Shareholders, as dividend. This is a part of free reserve and can be used for the purpose of distribution to Shareholders.

132 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

As At As At
31st March 2023 31st March 2022
15: Non-Current Borrowings
Secured
A. Term Loans :
From Banks 1,59,358.85 1,11,579.45
From a Financial Institution 6,864.24 8,859.10
From Others 13,771.81 -
1,79,994.90 1,20,438.55
B. Vehicle Loans :
From Banks 120.91 188.68
From Others 1,022.40 560.37
1,143.31 749.05
Unsecured
C. From a Financial Institution ~ 2,989.65 4,235.75
Sub- Total (A+B+C) 1,84,127.86 1,25,423.35
Less: Current portion 47,211.40 21,918.84
TOTAL : 1,36,916.46 1,03,504.51

The Company is availing the Secured Term Loan Facilities from banks & others. Their repayment terms and other details are given as under:
(Rs. in lacs)
Name of the Institution / Sanctioned O/s As At Current Long Term Original Repayment Terms
Banks / Others Amount 31/03/2023 Portion
PART A: TERM LOANS
IFCI Limited * 15,000.00 6,873.00 2,000.00 4,873.00 Repayable in 32 Quarterly Installments commencing
(8,873.00) (2,000.00) (6,873.00) from June 2018, first four installments of Rs. 250.00
Lacs each and balance 28 installments of Rs. 500.00
Lacs each.
UCO Bank * 20,000.00 7,642.00 3,512.39 4,129.61 Repayable in 24 Equal Quarterly Installments of Rs.
(11,153.03) (3,512.39) (7,640.64) 833.33 lacs each commencing from February 2019.
Post Covid Relaxation, repayment schedule has been
revised effective Nov 20 and balance amount is payable
in 18 Equal Quarterly installments of Rs. 878.10 lacs
each and final installments of Rs. 669.00 Lacs
Jammu & Kashmir Bank Ltd. * 14,930.00 10,327.70 1,967.20 8,360.50 Repayable in 32 Equal Quarterly Installments of Rs.
(12,294.27) (1,967.20) (10,327.07) 466.56 lacs each commencing from February 2020.
Post Covid Relaxation, repayment schedule has been
revised effective Nov 20 and balance amount is payable
in 30 Equal Quarterly installments of Rs. 491.80 lacs
each & Last installments of Rs. 491.70 Lacs.
State Bank of India * 25,000.00 - - - Repayable in 60 Equal Monthly Installments of Rs.
(2,143.26) (2,143.26) - 416.67 Lacs each commencing from Oct 2017. However
installments are restricted to the extent of loan availed.
State Bank of India * 15,000.00 1,100.45 1,100.45 - Repayable in 82 installments, First Installment is of Rs.
(3,254.01) (2,144.00) (1,110.01) 535.71 lacs in Mar 2019 and rest in 81 Equal Monthly
Installments of Rs. 178.67 Lacs each from Apr 2019.
However installments are restricted to the extent of
loan availed.
South Indian Bank * 5,000.00 1,884.76 754.79 1,129.97 Repayable in 28 Quarterly Installments commencing
(2,640.97) (754.79) (1,886.18) from June 2018. First 27 Equal Quarterly Installments
of Rs 178.60 Lacs and last installment of Rs. 177.80
Lacs. Post Covid Relaxation, repayment schedule has
been revised effective Sept 20 and balance amount is
payable in 20 Equal Quarterly installments of Rs. 188.70
lacs each and last installments of Rs. 187.90 Lacs.

34th Annual Report 2022 - 2023 133


Notes on the Financial Statements for the year ended 31st March 2023

(Rs. in lacs)
Name of the Institution / Sanctioned O/s As At Current Long Term Original Repayment Terms
Banks / Others Amount 31/03/2023 Portion
Punjab National Bank * 5,000.00 2,539.53 714.29 1,825.24 Repayable in 28 Equal Quarterly Installments of Rs.
(erstwhile Oriental Bank of (3,256.28) (714.29) (2,541.99) 178.57 Lacs each commencing from Apr 2019.
Commerce)
Woori Bank * 6,000.00 2,000.00 2,000.00 - Repayable in 12 Equal Quarterly Installments of Rs. 500
(4,000.00) (2,000.00) (2,000.00) Lacs each commencing from April 2021.
Indian Bank * 10,000.00 7,920.63 875.00 7,045.63 Repayable in 34 Quarterly Installments (First 10
(8,420.63) (500.00) (7,920.63) Installments of Rs. 125 Lacs each, next 4 installments
of Rs. 250 Lacs each, next 12 installments of Rs. 375 lacs
each, next 4 installments of Rs. 437.50 lacs each and
last 4 installments of Rs. 375 Lacs each) commencing
from March 2021.
Bank of Maharashtra * 2,500.00 1,794.89 400.00 1,394.89 Repayable in 26 Quarterly Installments ( first 9
(2,012.08) (240.00) (1,772.08) installments of Rs. 60 lacs Each, next 8 installments
of Rs. 100 Lacs, next 8 installments of Rs. 125 Lacs
each and final installments of Rs. 160 Lacs) each
commencing from March 2021.
Qatar National Bank * 4,000.00 3,000.00 1,000.00 2,000.00 Repayable in 16 Equal Quarterly Installments of Rs. 250
(4,000.00) (1,000.00) (3,000.00) Lacs each commencing from June 2022.
KB Kookmin Bank * 7,000.00 4,375.00 3,500.00 875.00 Repayable in 8 Equal Quarterly Installments Rs. 875
(7,000.00) (2,737.94) (4,262.06) Lacs commencing commencing from Aug 2022 .
Punjab & Sindh Bank * 10,000.00 6,691.88 875.00 5,816.88 Repayable in 34 Quarterly Installments ( first 6
(7,092.75) (500.00) (6,592.75) installments of Rs. 125 lacs each, next 4 installments
of Rs. 250 Lacs each, next 4 installments of Rs. 312.50
Lacs each, next 16 installments of Rs. 375 Lacs
each and balance in 4 installments of Rs. 250 lacs
each ) commencing from February 2022. However
installments are restricted to the extent of loan availed.
Indian Overseas Bank * 10,000.00 2,430.05 875.00 1,555.05 Repayable in 34 Quarterly Installments ( first 6
(288.80) (288.80) - installments of Rs. 125 lacs each, next 4 installments of
Rs. 250 Lacs each, next 8 installments of Rs. 313 Lacs
each, next 15 installments of Rs. 375 Lacs each and
balance in 1 installments of Rs. 121 lacs) commencing
from March 2022. However installments are restricted
to the extent of loan availed.
Punjab National Bank * 29,000.00 22,104.99 2,900.00 19,204.99 Repayable in 28 Quarterly Installments ( first 12
(14,468.39) - (14468.39) installments of Rs. 725 lacs each, next 8 installments
of Rs. 1087.50 Lacs each and next 8 installments of Rs.
1450 Lacs each) commencing from June 2023. However
installments are restricted to the extent of loan availed.
Bank of Behrain & Kuwait * 5,000.00 4,979.24 1,250.00 3,729.24 Repayable in 17 Quarterly Installments ( first
(5,000.00) (20.76) (4,979.24) installments of Rs. 20.76 lacs each, next 15 installments
of Rs. 312.50 Lacs each and balance in 1 installments of
Rs. 291.74 lacs) commencing from March 2023.
Oldenburgische Landes @ Euro 7.50 6,720.75 1,680.19 5,040.56 8 Semi annual installments of Euro 0.94 Mn. (Equivalent
Bank-Commercial Loan Mn. (3174.75) - (3174.75) to Rs.840.09 Lacs) from Sep 2023
Oldenburgische Landes @ Euro 28.50 25,064.59 2,506.46 22,558.13 20 Semi annual installments of Euro 1.42 Mn (Equivalent
Bank-Bopet Film Mn. (15763.18) - (15763.18) to Rs. 1,253.23 Lacs) from Sep 2023
Oldenburgische Landes @ Euro 8.30 7,053.18 742.44 6,310.74 20 Semi annual installments of Euro 0.42 Mn (Equivalent
Bank-CPP Film Mn. (6,362.07) - (6362.07) to Rs 371.22 Lacs) from Mar 2023
RBL Bank * 5,000.00 3,586.66 683.17 2,903.49 Repayable in 22 Equal Quarterly Installments of Rs.
$ - - - 170.79 Lacs each commencing from February 2023.
However installments are restricted to the extent of
loan availed.
Indian Bank * 10,000.00 9,319.25 500.00 8,819.25 Repayable in 34 Quarterly Installments (First 10
$ - - - Installments of Rs. 125 Lacs each, next 4 installments
of Rs. 250 Lacs each, next 12 installments of Rs. 375 lacs
each, next 4 installments of Rs. 437.50 lacs each and
last 4 installments of Rs. 375 Lacs each) commencing
from March 2023. However installments are restricted
to the extent of loan availed.

134 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

(Rs. in lacs)
Name of the Institution / Sanctioned O/s As At Current Long Term Original Repayment Terms
Banks / Others Amount 31/03/2023 Portion
Karnataka Bank * 5,000.00 4,089.88 1,820.00 2,269.88 Repayable in 11 Quaterly Installments (First 10 of Rs.
$ 455 Lacs each commencing from October 2022 and last
- - - of Rs. 450 Lacs)
South Indian Bank * 2,000.00 1,657.14 685.71 971.43 Repayable in 35 Equal Monthly Installments of Rs. 57.14
$ - - - Lacs each commencing from October 2022.
Bajaj Finance Ltd * 4,500.00 4,500.00 663.65 3,836.35 Repayable in 66 Equal Monthly Installments of Rs.
$ - - - 86.38 Lacs commencing from April 2023 including
interest amount.
Canara Bank * 10,000.00 8,333.33 6,666.67 1,666.66 Repayable in 6 Equal Quaterly Installments of Rs
$ - - - 1,666.67 Lacs commencing from February 2023.
Bank of Maharashtra * 12,500.00 3,990.18 1,923.08 2,067.10 Repayable in 26 Equal Quaterly Installments of Rs
$ - - - 480.77 Lacs commencing from June 2023. However
installments are restricted to the extent of loan availed.
Mahindra & Mahindra * 5,000.00 3,903.66 657.93 3,245.73 Repayable in 60 Equal Monthly Installments of Rs.
Financial Services $ - - - 85.63 Lacs commencing from February 2023 including
interest amount.
Indian Overseas Bank * 5,000.00 5,000.00 1,000.00 4,000.00 Repayable in 20 Quaterly Installments Rs 250 Lacs each
$ - - - commencing from April 2023.
State Bank of India * 10,000.00 2,280.15 1,428.00 852.15 Repayable in 28 Quaterly Installments(first 27
$ installments of Rs 357 Lacs each and last being of Rs
- - - 361 Lacs) commencing from June 2023. However
installments are restricted to the extent of loan availed.
Tata Capital Financial * 2,500.00 2,458.33 541.67 1,916.66 Repayable in 36 Monthly Installments (first 12
Services $ installments of Rs 41.67 Lacs and next 24 installments
- - - of 83.33 Lacs)commencing from March 2023.
State Bank of India * 44,420.00 4,921.29 - 4,921.29 Repayable in 30 Quarterly Installments commencing
$ from September 2024. However installments are
- - - restricted to the extent of loan availed.
OXYZO Financial Services * 3,000.00 3,000.00 748.30 2,251.70 Repayable in 42 equal monthly Installments of Rs 85.66
Pvt. Ltd. $ Lacs commencing from April 2023 including interest
- - - amount.
Punjab National Bank * 260.00 - - - Repayable in 18 Equal Monthly Installments of Rs. 14.44
(30.20) (30.20) - Lacs each commencing from January 2021.
Punjab National Bank * 190.00 - - - Repayable in 18 Equal Monthly Installments of Rs. 10.56
(erstwhile Oriental Bank of (10.98) (10.98) - Lacs each commencing from December 2020.
Commerce)
State Bank of India * 598.91 - - - Repayable in 18 Equal Monthly Installments of Rs. 33.33
(31.27) (31.27) - Lacs each commencing from November 2020.
Union Bank of India * 270.00 - - - Repayable in 18 Equal Monthly Installments of Rs. 15.00
(45.00) (45.00) - Lacs each commencing from January 2021.
Less: Adjustment for 1,547.61 434.12 1,113.49
Transaction Cost (Pending (876.37) (212.26) (664.11)
Amortisation)
Sub Total: A 1,79,994.90 45,537.27 1,34,457.63
Previous Year (1,20,438.55) (20,428.62) (1,00,009.93)
PART B: VEHICLE LOANS
Jammu & Kashmir Bank Ltd. # 76.36 47.22 29.82 17.40 Repayable in 28 Equal Monthly Installments of Rs. 2.68
(74.14) (27.78) (46.36) Lacs each commencing from March 2022 including
interest amount.
Jammu & Kashmir Bank Ltd. # 26.40 10.09 6.07 4.02 Repayable in 60 Equal Monthly Installments of Rs. 0.55
(15.09) (5.46) (9.63) Lacs each commencing from January 2020 including
interest amount.

34th Annual Report 2022 - 2023 135


Notes on the Financial Statements for the year ended 31st March 2023

(Rs. in lacs)
Name of the Institution / Sanctioned O/s As At Current Long Term Original Repayment Terms
Banks / Others Amount 31/03/2023 Portion
Jammu & Kashmir Bank Ltd. # 13.00 10.44 1.64 8.80 Repayable in 84 Equal Monthly Installments of Rs. 0.21
(11.99) (1.51) (10.48) Lacs each commencing from September 2021 including
interest amount.
Jammu & Kashmir Bank Ltd. # 13.40 11.17 1.65 9.52 Repayable in 84 Equal Monthly Installments of Rs. 0.21
(12.69) (1.51) (11.18) Lacs each commencing from September 2021 including
interest amount.
Hdfc Bank Limited # 17.00 9.35 3.52 5.83 Repayable in 60 Equal Monthly Installments of Rs. 0.35
(12.60) (3.25) (9.35) Lacs each commencing from October 2020 including
interest amount.
Yes Bank # 128.00 - - - Repayable in 48 Equal Monthly Installments of Rs. 3.17
(21.55) (21.55) - Lacs each commencing from November 2018 including
interest amount.
Axis Bank # 19.75 14.26 3.81 10.45 Repayable in 60 Equal Monthly Installments of Rs.0 .40
(17.79) (3.53) (14.26) Lacs each commencing from September 2021 including
interest amount.
Axis Bank # 25.00 18.38 4.79 13.59 Repayable in 60 Equal Monthly Installments of Rs.0 .50
(22.83) (4.45) (18.38) Lacs each commencing from October 2021 including
interest amount.
Kotak Mahindra Prime Ltd # 22.17 11.73 7.63 4.10 Repayable in 36 Equal Monthly Installments of Rs. 0.69
(18.80) (7.08) (11.72) Lacs each commencing from October 2021 including
interest amount.
Kotak Mahindra Prime Ltd # 20.06 10.57 6.92 3.65 Repayable in 36 Equal Monthly Installments of Rs. 0.62
(16.99) (6.42) (10.57) Lacs each commencing from October 2021 including
interest amount.
Kotak Mahindra Prime Ltd # 20.06 10.57 6.92 3.65 Repayable in 36 Equal Monthly Installments of Rs. 0.62
(16.99) (6.42) (10.57) Lacs each commencing from October 2021 including
interest amount.
Kotak Mahindra Prime Ltd # 20.54 11.92 6.98 4.94 Repayable in 36 Equal Monthly Installments of Rs. 0.64
(18.40) (6.48) (11.92) Lacs each commencing from December 2021 including
interest amount.
Kotak Mahindra Prime Ltd # 42.37 32.33 8.01 24.32 Repayable in 60 Equal Monthly Installments of Rs. 0.84
(39.79) (7.46) (32.33) Lacs each commencing from November 2021 including
interest amount.
Kotak Mahindra Prime Ltd # 22.57 12.51 7.72 4.79 Repayable in 36 Equal Monthly Installments of Rs. 0.70
(19.67) (7.16) (12.51) Lacs each commencing from November 2021 including
interest amount.
Kotak Mahindra Prime Ltd # 45.42 37.43 8.39 29.04 Repayable in 60 Equal Monthly Installments of Rs.
(45.42) (7.99) (37.43) 0.90 Lacs each commencing from April 2022 including
interest amount.
Kotak Mahindra Prime Ltd # 271.81 186.81 90.13 96.68 Repayable in 36 Equal Monthly Installments of Rs.
(271.81) (84.99) (186.82) 8.37 Lacs each commencing from April 2022 including
interest amount.
Kotak Mahindra Prime Ltd # 126.59 103.82 40.51 63.31 Repayable in 36 Equal Monthly Installments of Rs. 3.96
- - - Lacs each commencing from September 2022 including
interest amount.
Kotak Mahindra Prime Ltd # 21.93 18.54 6.96 11.58 Repayable in 36 Equal Monthly Installments of Rs. 0.69
- - - Lacs each commencing from October 2022 including
interest amount.
Kotak Mahindra Prime Ltd # 45.40 44.17 7.72 36.45 Repayable in 60 Equal Monthly Installments of Rs. 0.93
- - - Lacs each commencing from February 2023 including
interest amount.
Kotak Mahindra Prime Ltd # 100.13 92.30 31.05 61.25 Repayable in 36 Equal Monthly Installments of Rs.
- - - 3.15 Lacs each commencing from Jan 2023 including
interest amount.
Kotak Mahindra Prime Ltd # 100.13 92.30 31.05 61.25 Repayable in 36 Equal Monthly Installments of Rs.
- - - 3.15 Lacs each commencing from Jan 2023 including
interest amount.

136 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

(Rs. in lacs)
Name of the Institution / Sanctioned O/s As At Current Long Term Original Repayment Terms
Banks / Others Amount 31/03/2023 Portion
Kotak Mahindra Prime Ltd # 110.20 107.04 18.65 88.39 Repayable in 60 Equal Monthly Installments of Rs. 2.26
- - - Lacs each commencing from February 2023 including
interest amount.
Kotak Mahindra Prime Ltd # 178.94 178.94 55.27 123.67 Repayable in 36 Equal Monthly Installments of Rs.
- - - 5.64 Lacs each commencing from April 2023 including
interest amount.
Toyota Financial Services # 17.00 3.10 3.10 - Repayable in 36 Equal Monthly Installments of Rs. 0.53
India Limited (8.98) (5.88) (3.10) Lacs each commencing from October 2020 including
interest amount.
Daimler Financial Services # 72.00 34.16 18.97 15.19 Repayable in 48 Equal Monthly Installments of Rs. 1.74
India Pvt. Ltd Lacs each commencing from January 2021 including
(51.76) (17.60) (34.16) interest amount.
Daimler Financial Services # 72.00 34.16 18.97 15.19 Repayable in 48 Equal Monthly Installments of Rs. 1.74
India Pvt. Ltd Lacs each commencing from January 2021 including
(51.76) (17.60) (34.16) interest amount.
Sub Total: B 1,143.31 426.25 717.06
Previous Year (749.05) (244.12) (504.93)
Total (A+B) 1,81,138.21 45,963.52 1,35,174.69
Previous Year (1,21,187.60) (20,672.74) (1,00,514.86)

Figures as at 31st March 2022, have been given in brackets.


* These are secured a) on pari-passu basis by way of hypothecation of specific movable properties of the Company (save and except book debts),
both present & future, subject to prior charges created and / or to be created in favour of Company's bankers for working capital facilities, b) by
first pari passu equitable mortgage of specific immovable properties of the Company situated at Malanpur (M.P.), Jammu (J & K), NOIDA (U.P.)
and Sanand (Gujarat) (first pari-passuequitable mortgage of specific immovable properties of the Company situated at Dharwad (Karnatka), will
be created after capitalisation, as at year end) and c) by guarantee of Chairman & Managing Director of the Company. These are further secured
by way of second pari passu charge on the current assets of the Company.
However, in respect of loans marked with $, first pari-passu equitable mortgage of specific immovable properties is pending and equitable
mortgage can be created only after obtaining NOC's from all the Lenders and execution of equitable mortgage documents.
@ Secured by way of first ranking & exclusive charge on the Machineries and Equipments at Dharwad (Karnatka).
# Vehicle Loans are secured by way of hypothecation of Specific Vehicles of the Company.
~ These are secured by a) exclusive first charge by way of hypothecation of Specific aircrafts owned by M/s A.R. Airways Pvt. Ltd., b) corporate
guarantee of A.R. Airways Pvt. Ltd. and c) guarantee of Chairman & Managing Director of the Company.

(Rs. in lacs)
As At As At
31.03.2023 31.03.2022
16: Other Financial Liabilities
Securities Received 1,368.86 1,293.85
Retention Money 1,033.94 753.44
TOTAL : 2,402.80 2,047.29

17: Provisions
Leave Encashment 2,165.85 2,075.46
TOTAL : 2,165.85 2,075.46

18: Deferred Tax Liabilities (NET)


Opening Balance 8,061.31 11,868.62
Add / (Less) : Provision of Deferred Tax charge / (Credit) for the year 14.70 (3,807.31)
TOTAL : 8,076.01 8,061.31

34th Annual Report 2022 - 2023 137


Notes on the Financial Statements for the year ended 31st March 2023

The Cumulative Tax effects of significant temporary differences, that resulted in Deferred Tax Asset & Liabilities and description of
item thereof that creates these differences are as follows :
(Rs.in lacs)
Deferred Tax Current Year Deferred Tax
Assets / (Charge) / Assets /
(Liabilities) As Credit (Liabilities)
At 01.04.2022 As At 31.03.2023
Deferred Tax Assets
Others 3,615.03 494.22 4,109.25
Total (A) 3,615.03 494.22 4,109.25
Deferred Tax Liabilities
Excess of Book WDV of Property, Plant and Equipment over Tax (11,676.34) (508.92) (12,185.26)
WDV of Fixed Assets
Total (B) (11,676.34) (508.92) (12,185.26)
Net Deferred Tax (Liability) (A-B) (8,061.31) (14.70) (8,076.01)

A reconciliation of the income tax provision to the amount computed by applying the statutory income tax rate to the income before
income taxes is summarised as below:

Particulars For the Year Ended For the Year Ended


31.03.2023 31.03.2022
Profit before income taxes (Rs in Lacs) 31,711.79 27,141.70
Average Tax Rate Applicable 25.17% 25.17%
Computed Tax Rate 24.20% 14.93%
Effect of changed in tax rate 0.00% 10.28%
Effects of non-deductible expenses 0.06% -1.23%
Additional deduction 0.92% 1.19%
25.17% 25.17%

Income Tax Expense in the Total Comprehensive Income represents:


(Rs. in lacs)
For the Year Ended For theYear Ended
31.03.2023 31.03.2022
In Statement of Profit & Loss
- Current tax 7,660.00 7,859.00
- Deferred tax 37.25 (3,654.01)
- Short / (Excess) Provision of Income Tax for earlier years (357.61) 704.23
Total 7,339.64 4,909.22

In Statement of Other Comprehensive Income


Items that will not be reclassified subsequently to Profit or Loss:
Remeasurement of the net defined benefit liability / asset (22.55) (153.30)
Total (22.55) (153.30)

(Rs. in lacs)

138 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

As At As At
31st March 2023 31st March 2022
19: Current Borrowings
Secured
Working Capital Facilities From Banks 48,430.98 33,959.51
Unsecured
From Banks 9,923.92 742.75
From Others 870.00 10,622.00
Current Maturities of Long Term Borrowings 47,211.40 21,918.84
Total 1,06,436.30 67,243.10

Working capital facilities from banks are secured a) on first pari passu basis, by way of hypothecation of stock of raw materials,
semi-finished goods, finished goods and book debts of the Company, both present and future, b) by way of second pari passu
charge on specific fixed assets of the Company, situated at Malanpur (M.P.), Jammu (J & K), NOIDA (U.P.) and Sanand (Gujarat),
and c) by guarantee of Chairman & Managing Director of the Company.

The Company has filed the returns/ statements of current assets, as per the requirement of the banks, which are in agreement
with the books of accounts.
(Rs. in lacs)
As At As At
31.03.2023 31.03.2022

20: Trade Payables^


Suppliers:
Total outstanding dues of creditors other than Micro & Small enterprises and 92,832.29 80,132.60
Related Parties
Total outstanding dues of Micro & Small enterprises * 2,715.64 2,586.53
Due to Related Parties 15,608.25 27,083.60
TOTAL : 1,11,156.18 1,09,802.73

^ Refer Note No 47 for Ageing Schedule


* The details of amounts outstanding to Micro & Small Enterprises, as identified by the management, under the Micro, Small and
Medium Enterprises Development Act,2006 (MSMED Act) are as under :

(Rs.in lacs)
S. Particulars As at As at
No. 31.03.2023 31.03.2022
1. Principal amount not due and remaining unpaid 2,712.22 2,581.30
2. Principal amount due and remaining unpaid 3.42 5.23
3. Interest due on (2) above and the unpaid interest 0.03 -
4. Interest paid on all delayed payment under the MSMED Act 0.12 0.02
5. Payment made beyond the appointed day during the year 1,131.73 312.29
6. Interest due and payable for the period of delay other than (3) above 22.47 0.73
7. Interest accrued and remaining unpaid Nil Nil
8. Amount of further interest remaining due and payable in succeeding years Nil Nil

34th Annual Report 2022 - 2023 139


Notes on the Financial Statements for the year ended 31st March 2023

(Rs. in lacs)
As At As At
31.03.2023 31.03.2022
21: Other Financial Liabilities
Capital Creditors 6,037.79 3,488.88
Interest Accrued but not due on Loans
- From Others 20.94 37.20
Interest Accrued but not due on Term Loans
- From Banks 428.81 114.21
- From Financial Institutions 132.08 73.29
Unclaimed Dividend* 101.26 111.47
Due to Employees 5,395.10 3,574.42
Others Payable 4,333.29 1,578.61
Unspent CSR 228.00 356.39
Total : 16,677.27 9,334.47

*These figures do not include any amount, due and outstanding, required to be transferred to Investor Education
and Protection Fund.

22: Other Current Liabilities


Advances from Customers 5,603.65 5,180.40
Advances from Subsidiaries 5,216.13 886.41
Advances from a Related Party 0.20 302.05
Statutory Dues 2,111.88 1,963.39
Total : 12,931.86 8,332.25

23: Provisions
Leave Encashment 856.09 814.92
Gratuity 276.75 545.09
Warranty 87.18 44.91
TOTAL : 1,220.02 1,404.92

24: Current Tax Liabilities (Net)


Current Income Tax (Net) 3,293.06 4,334.18
Total : 3,293.06 4,334.18

(Rs. in lacs)
For the Year Ended For the Year Ended
31st March 2023 31st March 2022
25: Revenue from Operations
A. i) Revenue from sale of products
Gross Sales 6,97,301.61 5,96,819.27
Less : Inter Unit Sales 37,344.50 43,845.80
6,59,957.11 5,52,973.47
ii) Revenue from sale of services
a. Gross Job work / Services Rendered 6,681.42 6,177.86
Less : Inter Unit Job Work 2,770.14 2,781.87
3,911.28 3,395.99
b. Technical Fees 302.12 4,213.40 150.65 3,546.64
Total (A) : 6,64,170.51 5,56,520.11

140 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

(Rs. in lacs)
For the Year Ended For the Year Ended
31st March 2023 31st March 2022
Scrap Sales 6,434.85 5,588.15
Packing, Forwarding and Insurance Recoveries 519.17 586.79
Exchange Rate Fluctuation (Net) 2,975.41 1,951.66
Export Incentive 2,074.96 1,437.41
GST Refund 878.80 361.64
Miscellaneous Operating Income 190.53 130.91
Support Fees 645.07 801.55
Total (B) : 13,718.79 10,858.11
Total (A+B): 6,77,889.30 5,67,378.22

26: Other Income


Rent Received 956.46 954.18
Gain on Disposal of Investments (Net)
Gain on disposal- Right of Use Assets 7.88 5.21
Gain on sale- Investment Property - 10.76
Gain on sale- Property, Plant & Equipment (Net) 234.38 -
Miscellaneous Income 290.41 118.20
Sundry Credit Balances Written Back 91.60 198.23
Interest :
- from Banks 524.21 365.12
- from Others 553.38 218.39
Investment Income:
- Dividend on 7.5% Preference Shares 1,094.56 2,752.44
- Dividend received on Investments carried at cost 58.70 58.70
Total : 3,811.58 4,681.23

27: Cost of Materials Consumed


Opening Stock 40,483.30 30,261.29
Add : Purchases 4,93,140.90 4,28,884.07
5,33,624.20 4,59,145.36
Less : Inter Unit Purchases 35,545.36 42,985.87
4,98,078.84 4,16,159.49
Less : Closing Stock 47,595.48 4,50,483.36 40,483.30 3,75,676.19
Total : 4,50,483.36 3,75,676.19

28: Change in Inventories of Finished Goods,


Work -In-Progress and Stock-in-Trade
Opening Stock :
Stock-in-Trade 247.66 89.35
Finished Goods 6,866.92 3,860.10
Work-in-Progress 16,722.98 11,668.18
23,837.56 15,617.63
Less: Closing Stock :
Stock-in-Trade 199.08 247.66
Finished Goods 9,031.16 6,866.92
Work-in-Progress 16,889.43 16,722.98
26,119.67 23,837.56
Total : (2,282.11) (8,219.93)

34th Annual Report 2022 - 2023 141


Notes on the Financial Statements for the year ended 31st March 2023

(Rs. in lacs)
For the Year Ended For the Year Ended
31st March 2023 31st March 2022
29: Employee Benefits Expense
Salaries,Wages,Bonus,Benefits and Amenities 52,462.02 47,465.17
Contribution to Provident Fund and Other Funds 2,248.48 1,996.94
Employee Welfare Expenses 1,349.33 1,217.38
TOTAL : 56,059.83 50,679.49

30: Finance Costs


Interest
- On Loans for Fixed Period 11,300.76 9,376.74
- On Other Loans / Liabilities 3,766.48 3,102.67
- On Lease Liabilities 391.84 379.25
- On Shortfall in payment of Advance Tax 319.39 15,778.47 1,077.67 13,936.33
Discounting & Financial Charges 2,478.36 1,566.59
TOTAL : 18,256.83 15,502.92

31: Other Expenses


A. OTHER MANUFACTURING EXPENSES
Power & Fuel Consumed 25,116.07 23,565.63
Repair & Maintenance-Machinery 9,332.67 8,035.51
Stores Consumed 6,166.02 5,070.16
Tools, Jigs & Dies 269.24 256.26
Packing Material Consumed 11,563.37 10,817.83
Flexo Plates / Processing Charges for Cylinders 5,764.87 4,861.56
Less : Inter Unit Charges 4,569.28 3,641.80
1,195.59 1,219.76
Design & Development Charges 7.86 2.65
Job Work Charges 1,654.97 879.75
Royalty Expenses 425.26 448.30
R & D Charges 144.98 147.36
TOTAL (A) : 55,876.03 50,443.21

B. ADMINISTRATIVE, SELLING & OTHER


EXPENSES
Short Term Leases 1,062.74 927.89
Leases of Low Value 19.61 22.37
Rates & Taxes 158.01 67.94
Insurance charges 1,520.80 1,226.29
Electricity & Water charges 425.34 434.98
Printing & Stationery 259.43 183.81
Postage & Telephone Expenses 363.67 382.58
Vehicle Running & Maintenance Expenses 456.60 386.50
Conveyance & Travelling Expenses 3,149.56 1,945.44
Repair & Maintenance :
- Building 756.81 960.07
- Others 3,163.45 2,768.21

142 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

(Rs. in lacs)
For the Year Ended For the Year Ended
31st March 2023 31st March 2022
Legal & Professional Charges (Refer note no.37) 2,967.14 2,428.65
Directors' sitting fees 30.50 31.00
General Expenses 3,052.52 3,246.31
Commission on Sales 769.84 610.69
Advertisement & Publicity 1,658.59 606.50
Entertainment Expenses 423.69 312.19
Charity & Donation 90.21 9.61
Corporate Social Responsibility Expenditure 562.41 391.52
Freight & Forwarding charges 15,144.57 13,725.75
Property, Plant & Equipment written Off 259.11 34.47
Loss on Sale of Property, Plant & Equipment - 64.22
(Net)
Allowance for bad and doubtful Trade 1,054.47 1,806.40
Receivables
Amount utilized from allowance for bad and (863.10) (1,042.99)
doubtful Trade Receivables
Sundry Debit Balances / Bad Debts written off 888.10 2,055.03
Quality Claims 1,132.55 706.76
TOTAL (B) : 38,506.62 34,292.19
TOTAL : (A+B) 94,382.65 84,735.40
Additional Disclosure in respect of Investment
Properties, that generated rental income;
Insurance 45.46 35.99
Repair & Maintenance :
- Building 24.14 23.17
Finance Cost on Lease Liabilities 1.96 1.96
Amortization of Right to Use Assets 0.28 0.28
71.84 61.40

32: Expenses allocated to Self Constructed Assets


Cost of Material Consumed 596.06 991.75
Employee Benefits Expense 288.00 368.71
Depreciation and amortisation expense 94.36 102.98
Other Expenses 249.00 275.98
TOTAL : 1,227.42 1,739.42

34th Annual Report 2022 - 2023 143


Notes on the Financial Statements for the year ended 31st March 2023

(Rs. in lacs)
Current Year Previous Year
33: Contingent liabilities not provided for in respect of :
A i) Show cause notice / demands of Excise Authorities in respect of Excise 4,810.46 4,837.24
Duty & Service Tax not acknowledged by the Company and are contested
/ appealed / replied.
ii) Show cause notice / demands of Goods & Services Tax (GST) Authorities 769.43 64.15
in respect of GST not acknowledged by the Company and are contested /
appealed / replied.
iii) Additional demands raised by the Income Tax Department, which are 5,252.34 4,520.17
under rectification & appeal
iv) Additional demands raised by the Sales Tax Department, which are under 968.29 1,121.92
rectification & appeal
v) Amount demanded by the erstwhile workers of the Company and are 17.92 15.92
pending in labour Court
vi) Claims against the Company/disputed liabilities not acknowledged as 1,285.55 439.90
debt.
vii) Demand for refund/ non admission of claim of export incentive/ GST by 133.36 -
authorities which are protested or under appeal
viii) Demand raised by the Concerned Development corporation on surrender 62.69 62.69
of unutilised Industrial Leasehold Land.
ix) Demands raised by the Electricity Departments, which are protested or 947.97 1,167.12
under appeal
B i) Guarantees issued by Banks 4,233.80 4,252.36
ii) Corporate Guarantees issued for facilities taken by subsidiaries from Banks 34,499.90 32,594.10
iii) Import duty obligations on outstanding export commitment under 43,148.01 43,692.04
Advance Licence / EPCG Schemes
iv) Letters of Credit (Unexpired) issued by Banks (Net of Margin) 20,891.11 10,639.55
C Liability in respect of Bonus for the FY 2014-15 arising due to retrospective 429.85 429.85
amendment in the Payment of Bonus (Amendment) Act, 2015; which is
contested by the Company.

(Rs. in lacs)
Current Year Previous Year
34: Capital Commitments :
The estimated amount of contracts remaining to be executed 26,555.58 45,219.46
on capital account (Net of advances) and not provided for

35: Disclosures for Leases as per Ind AS -116 on "Leases"


The following disclosures are made in respect of leases as required under Ind AS-116 on "Leases",
(Rs. in lacs)
Note No Current Year Previous Year
i) Depreciation Charge on Right of Use Assets 2D 932.28 898.16
ii) Interest Expense on Lease Liabilities 30 391.84 379.25
iii) Short Term Leases 31B 1,062.74 927.89
iv) Low Value Leases 31B 19.61 22.37
v) Variable Lease Payments - -
vi) Total Cash Outflows on Right of Use Assets 1,175.37 2,175.78
vii) Additions to Right to Use Assets 2D 4,387.87 2,026.55
viii) Carrying amount of Right of Use Assets 2D 27,619.88 24,483.62

144 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

36: Information in respect of Corporate Social Responsibility Expenditure required to be


spent by the Company:
(Rs. in lacs)
Current Year Previous Year
a Gross Amount required to be spent by the Company during the Year 525.37 396.75
b Total of previous years Shortfall / (Excess) incurred - (5.24)
c Balance to be spent 525.37 391.51
d Expenditure incurred 334.41 35.12
e Unspent at the end of the year 228.00 356.39
f Shortfall/ (Excess) at the end of the year (37.04) -
g Reason for Shortfall / Unspent amount
In effect there is no shortfall, as the unspent amount is in respect of ongoing project identified by the Company.
In terms of section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules,
2014, the Company has identified two ongoing projects namely (i) Eradicating Hunger and malnutrition by producing
& distributing the Organic Agriculture produce and (ii) Improving Healthcare system of public by growing & distribution
of Herbal medicines and had spent part of the CSR amount during the financial year 2022-23 and balance commitment
for project amounting to Rs. 228 lacs (including excess of Rs 37.04 lacs), outstanding as at year end, will be spent in the
coming financial year i.e. 2023-24, has been transferred to Unspent Corporate Social Responsibility Account with the
Scheduled Bank within 30 days from the end of Current Financial Year as per provision of section 135(6) of Companies
Act, 2013.
h Nature of CSR Activities
As covered under Item No (i) & (iv) of Schedule VII of the Companies Act, 2013

37: Auditors Remuneration, as included in "Legal & Professional charges" under Note
No."31(B)", is as under:
(Rs. in lacs)
Current Year Previous Year
a) Audit Fees 148.00 140.75
b) Taxation Matters 45.00 42.00
c) Other Services (Limited review/ Certification Charges) 61.09 51.90
d) Out of Pocket Expenses 11.20 5.09

38: Defined Benefit Plan


a) Gratuity
The Employees' Group Gratuity Scheme is managed by ICICI Prudential Life Insurance Company Limited. The present value of
obligation is determined based on actuarial valuation using the Projected Unit Credit Method, which recognizes each period
of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the
final obligation. The additional disclosure in terms of Ind AS 19 on "Employee Benefits", is as under:
(Rs. In Lacs)
a. Reconciliation of opening and closing balances of obligation Current Year Previous Year
Obligations at period beginning 6,818.41 5,989.93
Current Service cost 609.88 552.51
Interest cost 463.32 407.03
Actuarial (gain) / loss due to unexpected experience (241.84) 619.45
Benefits paid (541.55) (750.51)
Obligations at period end 7,108.22 6,818.41

34th Annual Report 2022 - 2023 145


Notes on the Financial Statements for the year ended 31st March 2023

Current Year Previous Year


b. Reconciliation of opening and closing balances of fair value
assets
Plan assets at period beginning, at fair value 6,273.32 5,136.94
Interest Income 426.28 349.06
Return on Plan Assets excluding Interest Income (331.43) 10.33
Contributions 1,004.85 1,527.50
Benefits paid (541.55) (750.51)
Plan assets at period end, at fair value 6,831.47 6,273.32
c. Amount Recognized in Balance Sheet
Present value of the defined benefit obligations at the end of the period 7,108.22 6,818.41
Fair value of plan assets at the end of the period (6,831.47) (6,273.32)
Liability/ (Asset) recognized in the balance sheet 276.75 545.09
d. Gratuity cost for the period
Current Service cost 609.88 552.51
Interest cost 463.32 407.03
Expected return on plan assets (426.28) (349.06)
Net Gratuity Cost recognised in Statement of Profit & Loss 646.92 610.48
e. Remeasurement (gains) and losses
Actuarial (gain) / loss due to change in unexpected experience/ (241.84) 619.45
assumptions
Return on Plan assets, excluding interest income 331.43 (10.33)
Net Gratuity Cost recognised in Statement of Other 89.59 609.12
Comprehensive Income
Assumptions
Interest rate 7.48% P.A. 6.8% P.A.
Estimated rate of return on plan assets 7.48% P.A. 6.8% P.A.

The expected benefits increases are based on the same assumptions as are used to measure the Company's defined
benefit plan obligations as at 31st March 2023. The Company is expected to contribute Rs.877.27 lacs to defined benefits
plan obligations fund for the year ending 31st March 2024.
The significant accounting assumptions are the discount rate and expected salary increases. The sensitivity analysis
below have been determined based on reasonable possible changes of the respective assumptions occurring at the end
of the reporting period while other assumptions are constant.
If the discount rate increases /(decreases) by 0.5%, the defined benefit plan obligations would decrease by Rs.247.56 Lacs
(increase by Rs.264.78 Lacs) as at 31st March 2023.
If the expected salary growth increases /(decreases) by 0.5%, the defined benefit plan obligations would increase by
Rs.264.02 Lacs (decrease by Rs.248.18 Lacs) as at 31st March 2023.
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligations
as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may
be correlated.
Further in presenting the above sensitivity analysis, the present value of the defined benefit obligations has been
calculated using the Projected Unit Credit Method at the end of the reporting period, which is the same as that applied in
calculating the defined benefit obligation liability recognised in the Balance Sheet.

146 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

b) Leave Encashment
The Company has provided for its Liability towards Leave encashment, based on the actuarial valuation, disclosure whereof
in terms of Indian Accounting Standard (Ind AS)- 19, "Employee Benefits" is as under:
(Rs. in Lacs)
Current Year Previous Year
a. Reconciliation of opening and closing balances of obligation
Obligations at period beginning 2,890.38 2,432.91
Service cost 354.30 343.58
Interest cost 196.41 165.32
Actuarial (gain) / loss 165.39 426.18
Benefits paid (584.54) (477.61)
Obligations at period end 3,021.94 2,890.38
b. Amount Recognized in Balance Sheet
Present value of the defined benefit obligations at the end of the 3,021.94 2,890.38
period
Liability recognized in the balance sheet 3,021.94 2,890.38
c. Leave Encashment cost for the period
Service cost 354.30 343.58
Interest cost 196.41 165.32
Actuarial (gain) / loss 165.39 426.18
Net Leave Encashment cost for the period 716.10 935.08

Assumptions
Interest rate 7.48% P.A. 6.8% P.A.

39: Previous Year figures have been recasted / regrouped/ reclassified, wherever considered necessary.
40: Due to Outbreak of fire, certain assets situated in factory premises at Jammu, were partially damaged during the year ended
31st March, 2021. These assets are covered under insurance on reinstatement basis for which Company has submitted the
final claim of Rs. 784.19 Lacs upon reconstruction of damaged assets which become operational of 1st October 2022. So far the
company has received Rs 200 lacs from the insurance company and balance sum of Rs 584.19 lacs is expected to be recovered
in full.
41: The Income Tax Department ("the Department") conducted a Search activity ("the Search") under Section 132 of the Income Tax
Act on the Company in February 2023. The Company has provided all support and cooperation and the necessary documents
and data to the Department, as requested by the Department. The Company is examining and reviewing details of the matter
and will take appropriate actions, including addressing regulatory actions, if and when they occur. While the uncertainty exists
regarding the outcome of the proceedings by the department, the Company after considering all available information and
facts as of date, is confident that no material tax liabilities will devolve on the Company.

42: Earnings Per Share


The following disclosure is made, as required by Indian Accounting Standard (Ind AS-33) on "Earnings Per Share" :-

Current Year Previous Year


(A) Profit for the year, after Adjustments, for computation of Basic Earning &
Diluted Earning Per Share (Rs in Lacs); 24,372.15 22,232.48
(viz.Numerator) (Rs.in lacs)
a Basic Earning 24,372.15 22,232.48
b Diluted Earning 24,372.15 22,232.48
(B) Weighted Average Number of Equity Shares (viz. denominator) for Basic
(i) Earning Per Share 72211486 72211486
(ii) Weighted Average Number of Equity Shares (viz. denominator) for Diluted 72211486 72211486
Earning Per Share
(C) Nominal Value Per Share Rs. 10/- Rs. 10/-
(D) Earnings Per Share
(a) Basic (A/B(i)) (Rs.) 33.75 30.79
(b) Diluted (A/B(ii)) (Rs.) 33.75 30.79

34th Annual Report 2022 - 2023 147


Notes on the Financial Statements for the year ended 31st March 2023

43: Segment Disclosure


Segment disclosure in accordance with the Ind AS 108 on " Operating Segments" are as under:
Accounting Principles and policies, as reported in Significant Accounting polices, used in the preparation of financial statements
are consistently applied to record revenue, expenditure, assets and liabilities, in each segment.
For the Year Ended 31st March 2023

(Rs. in Lacs)
Particulars Flexible Engineering Other Total
Packaging Activities (Un-allocable)
Activities
Revenue from
- External Customers 6,46,503.69 31,238.80 146.81 6,77,889.30
- Transaction with other operating segments - 6,334.52 - 6,334.52
Total Revenue 6,46,503.69 37,573.32 146.81 6,84,223.82

Identifiable operating expenses (5,62,039.64) (30,116.19) (13,370.63) (6,05,526.46)


Less: Intersegment Revenue (4,569.29) - (1,765.23) (6,334.52)

Operating Profit 79,894.76 7,457.13 (14,989.05) 72,362.84


Other Income 3,811.58
EBIDTA 76,174.42
Depreciation & Amortization Expenses (26,205.80)
EBITA 49,968.62
Finance Cost (18,256.83)
Profit before Tax 31,711.79
Tax expenses (7,339.64)
Net Profit 24,372.15
Segment Assets as at 31st March 2023 5,70,407.07 58,384.64 67,652.27 6,96,443.98
Segment Liabilities as at 31st March 2023 1,38,888.22 54,882.57 2,12,359.12 4,06,129.91

For the Year Ended 31st March 2022


(Rs. in Lacs)
Particulars Flexible Engineering Other Total
Packaging Activities (Un-allocable)
Activities
Revenue from
- External Customers 5,36,025.91 31,273.91 78.40 5,67,378.22
- Transaction with other operating segments - 5,891.83 - 5,891.83
Total Revenue 5,36,025.91 37,165.74 78.40 5,73,270.05
Identifiable operating expenses (4,63,478.40) (29,977.65) (10,637.97) (5,04,094.02)
Less: Intersegment Revenue (3,641.80) - (2,250.03) (5,891.83)
Operating Profit 68,905.71 7,188.09 (12,809.60) 63,284.20
Other Income 4,681.23
EBIDTA 67,965.43
Depreciation & Amortization Expenses (25,320.81)
EBITA 42,644.62
Finance Cost (15,502.92)
Profit before Tax 27,141.70
Tax expenses (4,909.22)
Net Profit 22,232.48
Segment Assets as at 31st March 2022 4,65,650.90 56,143.40 66,985.16 5,88,779.46
Segment Liabilities as at 31st March 2022 1,13,195.54 51,136.00 1,56,231.44 3,20,562.98

148 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

44: Related Party Disclosures


(a) List of Related Parties (as per IND AS-24):
i) Subsidiaries : Flex Middle East FZE, Uflex Europe Ltd., Uflex Packaging Inc., UPET Holdings Ltd., USC Holograms (P)
Ltd. and Flex Chemicals (P) Ltd.
ii) Step down Subsidiaries : Flex Films Europa Sp. z.o.o, Flex P Films (Egypt) S.A.E., UPET (Singapore) PTE. Ltd., Flex
Americas S.A. de C.V., Flex Films (USA) Inc., Flex Films Africa Pvt. Ltd., Flex Films Europa Korlatolt Felelossegu Tarsasag
(Hungary), Flex Films Rus LLC (Russia), Flex Foils Bangladesh Pvt. Ltd., Flex Specialty Chemicals (Egypt) S.A.E.,
PlasticFix Europa Spolka Z Ograniczona Odpowiedzialnoscia (Poland) w.e.f. 17.10.2022 and Flex Pet (Egypt) S.A.E.
w.e.f. 21.11.2022
iii) Associate : Flex Foods Limited.
iv) Jointly Controlled Entities: Digicyl Pte. Ltd. (Singapore) & Digicyl Ltd. (Israel) being Wholly owned subsidiary of
Digicyl Pte. Ltd. (Singapore)
v) Key Management Personnel & their relatives/ HUF : Mr. Ashok Chaturvedi, Chairman & Managing Director (relatives,
Mrs. Rashmi Chaturvedi, Mr. Anant Shree Chaturvedi, Mr. Apoorva Shree Chaturvedi & Ms. Anshika Chaturvedi), Ashok
Chaturvedi (HUF), Mr. Jagmohan Mongia ,Whole time Director, Mr. Rajesh Bhatia, CFO, and Mr. Ajay Krishna, Company
Secretary.
vi) Other Related Enterprises : AKC Retailers Pvt. Ltd., Anshika Investments Pvt. Ltd., Anant Overseas Pvt. Ltd.,
Apoorva Extrusion Pvt. Ltd., Anshika Consultants Pvt. Ltd., A.R. Leasing Pvt. Ltd., A.R.Infrastructures & Projects Pvt.
Ltd., AC Infrastructures Pvt. Ltd., Cinflex Infotech Pvt. Ltd.,Flex International Pvt. Ltd., Ultimate Infratech Pvt. Ltd.,
Ultimate Flexipack Ltd., Ultimate Prepress LLP, Modern Info Technology Pvt. Ltd., Magic Consultants Pvt. Ltd. and
A.L.Consultants Pvt. Ltd.
(b) The Company has entered into transactions with certain parties listed above during the year under consideration. Details
of these transactions are as follows :

(Rs.in lacs)
Transactions Subsidiaries Step down Associate Jointly Key Other Total
Subsidiaries Controlled Management Related
Entities Personnel Enterprises
& their as referred
Relatives / to in 'a (vi)'
HUF above
i) Trade Transactions
Sale of Goods/Services (Net) 26,442.88 15,270.25 106.62 - - 2,269.85 44,089.60
31,871.94 914.37 44.34 - - 2,545.08 35,375.73
Purchase of Goods/Services (Net ) 456.46 322.68 - - - 37,236.43 38,015.57
8,137.37 2,395.23 - - - 32,363.59 42,896.19
Royalty - - - - 130.86 - 130.86
- - - - 128.45 - 128.45
Purchase of Fixed Assets - 529.57 3.82 - - - 533.39
- - - - - - -
Sale of Fixed Assets - 1,016.19 10.34 - - - 1,026.53
- - - - - 20.30 20.30
Dividend Income - - 58.70 - - - 58.70
- - 58.70 - - - 58.70
Purchase of DEPB Licence - - 124.76 - - - 124.76
- - - - - - -
Sale of DEPB Licence - - - - - 76.45 76.45
- - - - - 129.51 129.51
Technical Fees received - 302.12 - - - - 302.12
- 150.65 - - - - 150.65

34th Annual Report 2022 - 2023 149


Notes on the Financial Statements for the year ended 31st March 2023

(Rs.in lacs)
Transactions Subsidiaries Step down Associate Jointly Key Other Total
Subsidiaries Controlled Management Related
Entities Personnel Enterprises
& their as referred
Relatives / to in 'a (vi)'
HUF above
Licence & Support fees Received 98.84 546.23 - - - - 645.07
291.93 509.62 - - - - 801.55
Rent Received - - 9.00 - 78.60 64.56 152.16
- - 9.00 - 63.60 64.56 137.16
Rent Paid - - - - 300.00 419.37 719.37
- - - - 270.00 395.17 665.17
Interest Received on Loans 383.32 - 158.70 4.01 - - 546.03
114.91 - 73.56 3.70 - - 192.17
Remuneration * - - - - 2,149.46 - 2,149.46
- - - - 1,972.93 - 1,972.93
ii) Non Trade Transactions
Repayment of Lease Liabilities - - - - - - -
- - - - - 24.20 24.20
Dividend Paid - - - - 69.65 896.08 965.73
- - - - 58.04 736.56 794.60
Loan Given 4,525.00 - 4,500.00 - - - 9,025.00
2,750.00 - 3,000.00 - - - 5,750.00
Recovery of Loan Given 2,750.00 - 6,000.00 - - - 8,750.00
1,185.00 - 1,500.00 - - - 2,685.00
Total 34,656.50 17,987.04 10,971.94 4.01 2,728.57 40,962.74 1,07,310.80
44,351.15 3,969.87 4,685.60 3.70 2,493.02 36,278.97 91,782.31
Balance as at 31st March, 2023
Debit 33,191.00 10,921.03 22.63 79.38 - 2,304.52 46,518.56
28,071.23 1,318.28 1,554.78 69.49 - 5,431.76 36,445.54
Credit 0.31 5,805.04 0.20 - 534.18 15,562.16 21,901.89
6,105.57 472.33 0.03 - 534.73 21,159.41 28,272.07

Previous year figures have been given in Italics.


* Includes (Rs in Lacs)
Current Year Previous Year
Salary 1,608.02 1,478.42
Perquisites 37.63 41.57
Short Term Employees Benefits 3.81 2.94
Commission 500.00 450.00
Total 2,149.46 1,972.93
The Company has extended Corporate Guarantee to the lenders of its Fellow Subsidiary. The outstanding amount of Corporate Guarantee
extended by the Company as on the balance sheet date has been disclosed in Note No 33(B).

45: Information u/s 186(4) of the Companies Act, 2013 in respect of Loans given, Investments made or Guarantees given or Security provided
during the year:

S. No. Name of the Company Amount Purpose of the Loan


Rs. in Lacs
A Loans Given
Flex Foods Limited 4,500.00 General Corporate Purpose
USC Holograms Pvt Ltd 4,525.00 General Corporate Purpose
B Investments Made NIL
C Guarantees Given NIL
D Securities Provided NIL

150 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

46: Trade Receivable Ageing Schedule


(Rs.in lacs)
S. Particulars As at Outstanding for following periods from due date of payment Total
No. 31st March
Less than 6 month- 1-2 years 2-3 years more than
6 months 1 year 3 years
(i) Undisputed Considered 2023 1,65,836.79 26,677.49 7,757.52 1,618.78 3,405.06 2,05,295.64
Good
2022 1,44,663.22 14,502.38 4,764.21 2,264.81 3,250.18 1,69,444.80
Following considered as having significant increase in credit risk:
(ii) Undisputed - Considered 2023 205.17 301.86 234.32 360.18 5,788.80 6,890.33
doubtful
2022 888.35 94.85 1,362.83 12.29 2,444.54 4,802.86
(iii) Disputed considered good 2023 - - - - - -
2022 1.48 7.46 63.00 23.25 629.57 724.76
(iv) Disputed considered 2023 - - 333.22 82.32 703.03 1,118.57
doubtful
2022 169.03 9.99 726.81 387.32 996.76 2,289.91
Total 2023 1,66,041.96 26,979.35 8,325.06 2,061.28 9,896.89 2,13,304.54
2022 1,45,722.08 14,614.68 6,916.85 2,687.67 7,321.05 1,77,262.33

47: Trade Payable Ageing Schedule


(Rs.in lacs)
S. Particulars As at 31st Outstanding for following periods from Total
No. March due date of payment
Less than 1-2 years 2-3 years More than
1 year 3 years
(i) MSME 2023 2,715.43 - - - 2,715.43
2022 2,586.53 - - - 2,586.53
(ii) Others 2023 1,05,472.95 1,490.31 1,335.55 141.73 1,08,440.54
2022 1,05,105.94 1,968.20 23.55 118.51 1,07,216.20
(iii) Disputed dues-MSME 2023 - 0.21 - - 0.21
2022 - - - - -
(iv) Disputed dues- Others 2023 - - - - -
2022 - - - - -
Total 2023 1,08,188.38 1,490.52 1,335.55 141.73 1,11,156.18
2022 1,07,692.47 1,968.20 23.55 118.51 1,09,802.73

48: Capital-work-in-progress ageing schedule:


(Rs.in lacs)
S. Particulars As at 31st Amount in Capital Work in Progress for a period
No. March Less than 1-2 years 2-3 years More than Total
1 year 3 years
(i) Project in Progress 2023 26,198.25 644.82 30.24 - 26,873.31
2022 48,469.15 224.66 - - 48,693.81
(ii) Projects Temporarily 2023 - - - - -
suspended 2022 - - - - -
Total 2023 26,198.25 644.82 30.24 - 26,873.31
2022 48,469.15 224.66 - - 48,693.81

34th Annual Report 2022 - 2023 151


Notes on the Financial Statements for the year ended 31st March 2023

49: Intangible assets under development ageing schedule:


(Rs.in lacs)
S. Particulars As at 31st Amount in Intangible assets under development
No. March for a period
Less than 1-2 years 2-3 years More than Total
1 year 3 years
(i) Project in Progress 2023 - - 735.40 - 735.40
2022 4.73 835.40 - - 840.13
(ii) Projects Temporarily 2023 - - - - -
suspended 2022 - - - - -
Total 2023 - - 735.40 - 735.40
2022 4.73 835.40 - - 840.13

50: Following disclosures are made in relation to the Ratios to be disclosed as per Schedule-III
(Rs.in lacs except for Ratio) % Change
Current Year Previous Year During the Year
(i) Current Ratio [a/b] 1.34 1.38 -2.9%
Current Assets a 3,37,400.92 2,77,128.78
Current Liabilities b 2,52,296.87 2,01,236.04

(ii) Debt-Equity Ratio [a/b] Refer Note 0.85 0.65 30.8%


(i) below
Total Borrowings a 2,48,206.86 1,75,170.37
Shareholder's Fund b 2,90,314.07 2,68,216.48

(iii) Debt Service Coverage Ratio [a/b] 2.08 1.92 8.3%


Earnings available for Debt Services a 69,627.04 62,301.22
(EBITDA)
Debt Obligations :
Instalments 21,848.11 22,621.94
Interest Expense 11,692.60 9,755.99
Total Debt Service b 33,540.71 32,377.93

(iv) Return on Equity [a/b] 8.7% 8.6% 1.2%


Profit after Tax a 24,372.15 22,232.48
Opening Shareholders Fund b(i) 2,68,216.48 2,47,635.38
Closing Shareholders Fund b(ii) 2,90,314.07 2,68,216.48
Average Shareholders Fund b ((i+ii)/2) 2,79,265.28 2,57,925.93

(v) Inventory Turnover Ratio [a/b] 5.85 6.05 -3.3%


Cost of Goods Sold a 4,56,311.40 3,70,418.55
Opening Inventory b(i) 71,210.64 51,243.10
Closing Inventory b(ii) 84,770.19 71,210.64
Average Inventory b ((i+ii)/2) 77,990.42 61,226.87

(vi) Trade Receivables Turnover Ratio [a/b] 3.54 3.67 -3.5%


Revenue from Sale of Goods & Services a 6,64,170.51 5,56,520.11
AverageTrade Receivable 1,87,370.22 1,51,647.30

152 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

(Rs.in lacs except for Ratio) % Change


Current Year Previous Year During the Year
(vii) Trade Payables Turnover Ratio [a/b] 4.54 4.63 -1.9%
Purchases a 5,01,251.05 4,31,846.36
Average Trade Payables b 1,10,479.46 93,315.54

(viii) Net Capital Turnover Ratio [a/b] 7.8 7.33 6.4%


Revenue from Sale of Goods & Services a 6,64,170.51 5,56,520.11
Working Capital b 85,104.05 75,892.74

(ix) Net Profit Ratio [a/b] 3.67% 3.99% -8.1%


Profit for the Year a 24,372.15 22,232.48
Revenue from Sale of Goods & Services b 6,64,170.51 5,56,520.11

(x) Return on Capital Employed [a/b] 7.97% 8.22% -3.1%


Earning before Interest & Tax a 43,012.55 36,518.44
Capital Employed b 5,39,897.09 4,44,337.88

(xi) Return on Investment


(a) From Quoted Equity Instruments [a/b] 1.09% 1.11% -15.3%
Dividend Income a 58.70 58.70
Average Investment in Quoted Equity b 5,378.80 5,277.76
Instruments

(b) From Unquoted Investments [a/b] Refer Note 2.45% 6.01% -59.3%
(ii) below
Investment Income (including Capital a 1,094.56 2,741.67
Gain / (Loss)
Average Unquoted Investments b 44,695.88 45,611.97

Note:
(i) The company has completed its expansion project at Dharwad and also commenced working on its backward integration
facility in Panipat, Haryana. This has led to additional borrowings during the year coupled by increase in utilisation of working
capital facilities due to increase in the operational volumes of the Company during the year ended 31st March 2023.
(ii) In previous year, investment income includes the cummulative dividend on Preference Shares from the date of the their
allotment whereas in the current year the amount pertain only for the financial year concerned.

51: Additional Disclosure required under Schedule-III of the Companies Act, 2013
i) No proceeding has been initiated or pending against the Company for holding any benami property under the Benami
Transaction (Prohibition) Act, 1988 (45 of 1988) and the rules made thereunder.
ii) The Company has not been declared as wilful defaulter by any bank or financial institution or other lender.
iii) As per information available with the Management, the Company does not have any transaction with companies struck
off under Section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956. Further the Company has no
relationship with the struck off company.
iv) There was no charge or satisfaction, which is yet to be registered with concerned Registrar of Companies, beyond the
period permitted under the Companies Act,2013.
v) The Company is in compliance with the regulation as to the number of layers of companies prescribed under clause (87)
of section 2 of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017.
vi) No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources
or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”),
with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend
or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate
Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

34th Annual Report 2022 - 2023 153


Notes on the Financial Statements for the year ended 31st March 2023

vii) No funds have been received by the Company from any person(s) or entity(ies), including foreign entities (Funding
Parties), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly,
lend or invest in other person(s) or entity(ies) identified in any manner whatsoever by or on behalf of the Funding Party
(“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
viii) There's no transaction which has not been recorded in the books of accounts and disclosed or surrendered as income
during the year in the tax assessments under the Income Tax Act, 1961.
ix) The Company has not traded or invested in Crypto Currency or Virtual Currency during the financial year.

52: Financial Instruments


The carrying value of instruments by categories are as follows:
(Rs. in Lacs)
Particulars As At Amortised Financial Financial Total
31st March Cost assets / assets / Carrying Value
liabilities at fair liabilities at fair
value through value through
Profit or Loss OCI
Assets
Cash and cash equivalents 2023 24,094.87 - - 24,094.87
(Including Other Bank 2022 16,435.39 - - 16,435.39
Balances)
Investments
Equity and other securities 2023 44,515.38 - 546.47 45,061.85
2022 46,040.38 - 587.27 46,627.65
Trade Receivables 2023 2,05,295.64 - - 2,05,295.64
2022 1,69,444.80 - - 1,69,444.80
Loans 2023 4,621.27 - - 4,621.27
2022 4,329.51 - - 4,329.51
Other financial assets 2023 4,563.91 - - 4,563.91
2022 2,810.68 - - 2,810.68
Total 2023 2,83,091.07 - 546.47 2,83,637.54
2022 2,39,060.76 - 587.27 2,39,648.03
Liabilities
Trade payables 2023 1,11,156.18 - - 1,11,156.18
2022 1,09,802.73 - - 1,09,802.73
Other financial liabilities 2023 19,080.07 - - 19,080.07
2022 11,381.76 - - 11,381.76
Borrowings (less cumulative 2023 2,43,352.76 - - 2,43,352.76
amortisation using effective 2022 1,70,747.61 - - 1,70,747.61
interest method)
Lease Liabilities 2023 4,854.10 4,854.10
2022 4,422.76 - - 4,422.76
Total 2023 3,78,443.11 - - 3,78,443.11
2022 2,96,354.86 - - 2,96,354.86

Fair Value hierarchy disclosures:


Level 1- Quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2: Input other than quoted price included within Level 1 that are observable for the assets or liability; either directly (i.e.
as prices) or indirectly (i.e. derived from prices).
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs)

154 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

Particulars As At 31st Total Level 1 Level 2 Level 3


March
Investment in equity 2023 546.47 546.47 - -
instruments 2022 587.27 587.27 - -
Investment in Preference 2023 13,725.00 - - 13,725.00
Shares 2022 15,250.00 - - 15,250.00

53: Financial Risks Management


In the course of business, amongst others, the Company is exposed to several financial risks such as Credit Risk, Liquidity
Risk, Interest Rate Risk, Exchange Risk and Commodity Price Risk. These risks may be caused by the internal and external
factors resulting into impairment of the assets of the Company causing adverse influence on the achievement of Company’s
strategies, operational and financial objectives, earning capacity and financial position.
The Company has formulated an appropriate policy and established a risk management framework which encompass the
following process.
• identify the major financial risks which may cause financial losses to the company
• assess the probability of occurrence and severity of financial losses
• mitigate and control them by formulation of appropriate policies, strategies, structures, systems and procedures
• Monitor and review periodically the adherence, adequacy and efficacy of the financial risk management system.
The Company enterprise risk management system is monitored and reviewed at all levels of management, Audit Committee
and the Board of Directors from time to time.
Credit Risk
Credit Risk refers to the risks that arise on default by the counterparty on its contractual obligation resulting into financial loss
to the company. The Company may carry this Risk on Trade and other receivables, liquid assets and some of the non current
financial assets.
In case of Trade receivables, the Company has framed appropriate policy for extending credits period & limit to each customer
based on their profile, financial position and their external rating etc. The collections of trade dues are strictly monitored . In
case of Export customers, even credit guarantee insurance is also obtained wherever required.
Company’s exposure to Credit Risk is also influenced by the concentration of risk from top five customers. The details in respect
of the % of sales generated from the top customer and top five customers are given hereunder.

Particulars Current Year Previous Year


Revenue from Top Customer 11% 12%
Revenue from Top Five Customers 21% 22%
The credit risk on cash & cash equivalent, investment in fixed deposits, liquid funds and deposits are insignificant as
counterparties are banks or mutual funds with high credit ratings assigned by the rating agencies of international repute.
Liquidity Risk
Liquidity Risk arises when the Company is unable to meet its short term financial obligations as and when they fall due.
The Company maintains adequate liquidity in the system so as to meet its all financial liabilities timely. In addition to this, the
Company’s overall financial position is strong so as to meet any eventuality of liquidity tightness.
Contractual maturities of financial liabilities are given as under:
(Rs. in Lacs)
Particulars As at Due within 12 Due beyond 12
31st March 2023 months from months of Balance
Balance sheet Date Sheet Date
Borrowings 2,43,352.76 1,06,436.30 1,36,916.46
Lease Liabilities 4,854.10 582.18 4,271.92
Trade payables
Total outstanding dues of Micro &Small enterprises 2,715.64 2,715.64 -
Total outstanding dues of creditors other than 1,08,440.54 1,08,440.54 -
Micro & Small enterprises
Other Financial Liabilities 19,080.07 16,677.27 2,402.80

34th Annual Report 2022 - 2023 155


Notes on the Financial Statements for the year ended 31st March 2023

Generally market linked financial instruments are subject to interest rate risk. The Company does not have any market
linked financial instruments both on the asset side as well liability side. Hence there is no interest rate risk linked to
market rates.
However the interest rate in respect major portion of borrowings by the Company from the banks and others are linked
with the Benchmark / Base Prime lending rate of the respective lender and in case of foreign currency borrowings, the
same is linked with the LIBOR. Any fluctuation in the same either on higher side or lower side will result into financial loss
or gain to the company.
The amount which is subjected to the change in the interest rate is of Rs. 2,38,576.22 lacs out of the total debt of Rs.
2,43,352.76 Lacs.
Based on the Structure of the debt as at year end, one percentage point increase in the interest rate would cause an
additional expense in the net financing cost of Rs. 2,385.76 Lacs.
The Company is exposed to the foreign currency risk from transactions & translation. Transactional exposures are arising
from the transactions entered into foreign currency. Management keeps a close watch of the maturity of the financial
assets in foreign currency and payment obligations of the financial liabilities.
The carrying amount of the Company's material foreign currency dominated monetary Assets and Liabilities at the end of
the reporting period is as below:

(Rs. in Lacs)
Currency Monetary Assets Monetary Liabilities
Current Year Previous Year Current Year Previous Year
USD 23,804.65 14,644.23 30,413.46 23,352.66
Euro 21,011.24 10,123.70 50,711.76 27,763.19
GBP 9,883.58 8,225.59 48.39 97.03
Following Table Summaries approximate gain /(loss) on Company’s Profit before tax on account of appreciation and
depreciation of underlying foreign currencies of the above table

Currency Effect on Profit before tax


Current Year Previous Year
Closing USD Rate (in Rs.P.) 82.22 75.81
Closing Euro Rate (in Rs.P.) 89.61 84.66
Closing GBP Rate (in Rs.P.) 101.87 99.55
5% appreciation (Rs.in lacs) (1,323.71) (910.97)
5% depreciation (Rs.in lacs) 1,323.71 910.97
Commodity Price Risk
The main raw materials which the Company procures are global commodities and their prices are to a great extent linked
to the movement of crude prices directly or indirectly.
The pricing policy of the Company final product is structured in such a way that any change in price of raw materials is
passed on to the customers in the final product however, with a time lag which mitigates the raw material price risk.
With regard to the finished products, the Company has been operating in a global competitive environment which
continues to keep downward pressure on the prices and the volumes of the products.
In order to combat this situation, the Company formulated manifold plans and strategies to develop new customers
& focus on new innovative products. In addition, it has also been focusing on improvement in product quality and
productivity. With these measures, Company counters the competition and consequently commodity price risk.
54: The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the
requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend
payment to shareholders, return capital to shareholders or issue new shares. The primary objective of the Company’s capital
management is to maximize the shareholder value. The Company’s primary objective when managing capital is to ensure
that it maintains an efficient capital structure and healthy capital ratios and safeguard the Company’s ability to continue as a
going concern in order to support its business and provide maximum returns for shareholders. The Company also proposes to
maintain an optimal capital structure to reduce the cost of capital.

156 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

The management of the Company reviews the Capital structure of the Company on regular basis. As part of this review, the
Board considers cost of capital and the risk associated with the movement in the working capital. No changes were made in
the objectives, policies or processes for managing capital during the year ended March 31,2023 and March 31,2022.

The following table summarizes the capital of the Company :-

(Rs. in Lacs)
Particulars As at March 31,2023 As at March 31,2022
Borrowings 2,43,352.76 1,70,747.61
Total Equity 2,90,314.07 2,68,216.48
Gearing Ratio 84% 64%

Signatories to notes from S.No. 1 to 54.


For and on behalf of the Board of Directors

Rajesh Bhatia Jagmohan Mongia Ashok Chaturvedi


Group President Whole-time Director Chairman & Managing Director
(Finance & Accounts) & CFO DIN 09051022 DIN 00023452

Rakesh Malhotra Ritesh Chaudhry For M S K A & Associates For VIJAY SEHGAL & Co.
Vice President Sr. Vice President-Secretarial & Chartered Accountants Chartered Accountants
(Corp. Accounts) Company Secretary Firm’s Registration No.: 105047W Firm’s Registration No.: 000374N

Place : NOIDA Vinod Gupta S.V. SEHGAL


Dated : 30th May, 2023 Partner Partner
M.No.: 503690 M.No.: 080329

34th Annual Report 2022 - 2023 157


Independent Auditor’s Report
to the Members of UFlex Limited
Report on the Audit of the Consolidated Financial Statements
Opinion
We have audited the accompanying consolidated financial statements of UFlex Limited (hereinafter referred to as
the “Holding Company”) and its Subsidiaries (The Holding Company and its Subsidiaries together referred to as
“the Group”), its Associate and Jointly Controlled Entities, which comprise the Consolidated Balance Sheet as at
March 31, 2023, and the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the
Consolidated Statement of Changes in Equity and the Consolidated Cash Flow Statement for the year then ended,
notes to the Consolidated Financial Statements, including a summary of significant accounting policies and other
explanatory information (hereinafter referred to as “the consolidated financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, and based on
consideration of reports of other auditors on separate financial statements and on the other financial information
of Subsidiaries, Associate and Jointly Controlled Entities, the aforesaid consolidated financial statements give the
information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair
view in conformity with the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act read
with Companies (Indian Accounting Standards) Rules, 2015 as amended and other accounting principles generally
accepted in India, of their consolidated state of affairs of the Group its Associate and Jointly Controlled Entities as
at March 31, 2023, of their Consolidated Profit, Other Comprehensive Income, Consolidated Changes in Equity and
its Consolidated Cash Flows for the year then ended.

Basis for Opinion


We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the
Act. Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities for the Audit
of the Consolidated Financial Statements’ section of our report. We are independent of the Group, its Associate and
Jointly Controlled Entities in accordance with the Code of Ethics issued by the Institute of Chartered Accountants
of India (ICAI) together with the ethical requirements that are relevant to our audit of the consolidated financial
statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the consolidated
financial statements.

Emphasis of Matter
We draw attention to the note 40 of the consolidated financial statement which states the Income Tax Department
initiated search proceedings on the Holding Company under section 132 of the Income Tax Act, 1961, in the month of
February 2023. Since the outcome of the proceedings is pending and uncertain, impact, if any, on the Consolidated
Financial Statements is currently unascertainable.
Our opinion is not modified in respect of this matter.
Key Audit Matters
Key Audit Matters are those matters that, in our professional judgment, were of most significance in our audit of the
consolidated financial statements for the year ended March 31, 2023 (current year). These matters were addressed in
the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and
we do not provide a separate opinion on these matters.

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CIN: L74899DL1988PLC032166
Key audit matters How our audit addressed the key audit matter
Revenue including receivables
The Group derives its revenues from Our audit procedures in respect of this area included:
multiple products and services - Assessed the appropriateness of the Group’s revenue recognition
including flexible packaging activities, accounting policies in compliance with Ind AS 115 “Revenue from
engineering and related activities Contracts with Customers”.
etc. Revenue from sale of goods is
recognised at a point in time when the - Verified the design, implementation and operating effectiveness of
control has been transferred subject to key internal controls over the revenue process as regard the timing,
the terms with the customers, which occurrence and value of the revenue recognised.
generally coincides with dispatch of - Verified sales transaction testing based on a representative sample
goods to customers. Revenue, from the to ensure that the related revenues are recorded appropriately taking
service contract is recognized when into consideration the sales terms and conditions for the sale orders,
the related services are performed. including the shipping terms, etc. Also performed procedures regarding
Revenue including receivables is the sales returns, trade discounts, rate differences, volume rebates and
identified as a key audit area due to the other factors, having bearing on the revenue recognition.
significance as regards the time and - Performed sales cut off procedures by matching dispatches/ deliveries
efforts in assessing the appropriateness occurring around the year end to support the documentation to
of revenue recognition covering the establish that sales are properly recorded in the correct period.
aspects of completeness, occurrence,
- Verified the customers with overdue receivables with marginal or
cut off, rights and obligations, etc.
no movement to determine the level of provisioning required in the
receivable.
- Verified the adequacy of disclosure relating to revenue in the financial
statements in compliance with Ind AS 115.
Capitalisation of property, plant and equipment including capital work in progress (CWIP) (refer note 2A
and 47)
The Group continues to invest in Our audit procedures in respect of this area included:
significant capital projects with capital - Assessed the appropriateness of the Group’s accounting policies with
expenditure during the current year. respect to ‘Property plant and equipment’ in compliance with Ind AS 16
The significant level of capital "Property, Plant and Equipment".
expenditure requires consideration
- Understood and verified the design, implementation and operating
of the determination of the timing
effectiveness of controls in respect of the timing and amounts
of when the asset is ready for its
capitalised;
intended use by the management
and the nature of costs incurred to - Performed substantive procedures to verify the validity of amounts
ensure that capitalisation of property, capitalised and evaluating whether assets capitalised meet the
plant and equipment meets the recognition criteria set out in Ind AS 16.
specific recognition criteria in Ind AS
- Verified on sample basis the costs capitalised during the year focusing
16, ‘Property, Plant and Equipment’,
on items significant due to their amount or nature, to check whether
specifically in relation to assets
such costs had been appropriately capitalised under the correct asset
constructed/installed by the Group and
category.
the direct incidental cost capitalised.
Further, capitalisation of property, - Verified the timing of the capitalisation in terms of criteria met by the
plant and equipment including CWIP Group for the intended use of the Property, Plant & Equipment.
has a material impact, and also - Verified that capitalisation of assets ceased when the asset is in the
involves greater amount of subjectivity location and condition necessary for it to be capable of operating in
and estimation uncertainty as a result the manner intended by the Group.
of the long-term nature and complexity
of the specific capital projects and - Assessed the adequacy and appropriateness of the disclosures made
hence identified as Key Audit Matter. in the consolidated financial statements in compliance with the
requirements of Ind AS 16 "Property, Plant & Equipment”.

34th Annual Report 2022 - 2023 159


Information Other than the Consolidated Financial Statements and Auditor’s Report Thereon
The Holding Company’s Management and its Board of Directors are responsible for the other information. The other
information comprises the information, included in the Holding Company’s annual report but does not include the
standalone and consolidated financial statements and our auditor’s report thereon.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial
statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the
work we have performed, we conclude that there is a material misstatement of this other information, we are required
to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Consolidated
Financial Statements
The Holding Company’s Management and Board of Directors is responsible for the preparation and presentation of
these consolidated financial statements in term of the requirements of the Act that give a true and fair view of the
consolidated financial position, consolidated financial performance including Other Comprehensive Income and
Consolidated Cash Flows of the Group including its Associate and Jointly Controlled Entities in accordance with the
accounting principles generally accepted in India, including the Indian Accounting Standards specified under section
133 of the Act. The respective Board of Directors of the companies included in the Group and of its Associate and Jointly
Controlled Entities are responsible for maintenance of adequate accounting records in accordance with the provisions
of the Act for safeguarding the assets of the Group, its Associate and Jointly Controlled Entities and for preventing and
detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making
judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of
adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the
accounting records, relevant to the preparation and presentation of the consolidated financial statements that give
a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used
for the purpose of preparation of the consolidated financial statements by the Directors of the Holding Company, as
aforesaid.
In preparing the consolidated financial statements, the respective Management and the Board of Directors of the
companies included in the Group and of its Associate and Jointly Controlled Entities are responsible for assessing the
ability of the Group and of its Associate and Jointly Controlled Entities to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going concern basis of accounting unless the respective
Board of Directors either intends to liquidate the Group, Associate or Jointly Controlled Entities or to cease operations,
or has no realistic alternative but to do so.
The respective Board of Directors of the companies included in the Group and of its Associate and Jointly Controlled
Entities are responsible for overseeing the financial reporting process of the Group and of its Associate and Jointly
Controlled Entities .

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements


Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with Standards on Auditing (“SAs”) will always detect a material misstatement when it exists. Misstatements can arise
from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected
to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism
throughout the audit. We also:

160 UFLEX Limited


CIN: L74899DL1988PLC032166
• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our
opinion on whether the Holding Company, its Subsidiary and an Associate, which are companies incorporated
in India, have internal financial controls with reference to consolidated financial statements in place and the
operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on
the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the ability of the Group and its Associate and Jointly Controlled Entities to continue as a
going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate,
to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the Group and its Associate and Jointly Controlled Entities
to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the
disclosures, and whether the consolidated financial statements represent the underlying transactions and events
in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group and its Associate and Jointly Controlled Entities to express an opinion on the
consolidated financial statements. We are responsible for the direction, supervision and performance of the audit
of the financial statements of such entities included in the consolidated financial statements of which we are the
independent auditors. For the other entities included in the consolidated financial statements, which have been
audited by other auditors, such other auditors remain responsible for the direction, supervision and performance
of the audits carried out by them. We remain solely responsible for our audit opinion.
We communicate with those charged with governance of the Holding Company regarding, among other matters,
the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that
may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of
most significance in the audit of the consolidated financial statements for the current year and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not
be communicated in our report because the adverse consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.
Other Matters
a. We did not audit the financial statements/ financial information of 16 Subsidiaries, whose financial statements
/ financial information reflect total assets of Rs. 1,344,375.22 lacs as at March 31, 2023, total revenues of Rs.
978,328.28 lacs and net cash inflows amounting to Rs. 31,318.61 lacs for the year ended on that date, as considered
in the consolidated financial statements. The consolidated financial statements also include the Group's share of

34th Annual Report 2022 - 2023 161


net loss after tax of Rs. 499.68 lacs and Other Comprehensive loss of Rs. 0.08 lacs for the year ended March 31, 2023,
as considered in the consolidated financial statements, in respect of one Associate, whose financial statement /
financial information have not been audited by us. These financial statements / financial information have been
audited by other auditors whose reports have been furnished to us by the Management and our opinion on the
consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of
these Subsidiaries and Associate, and our report in terms of sub-section (3) of Section 143 of the Act, in so far as it
relates to the aforesaid Subsidiaries and Associate, is based solely on the reports of the other auditors.
Most of these Subsidiaries are located outside India whose financial statements and other financial information
have been prepared in accordance with accounting principles generally accepted in their respective countries
and which have been audited by other auditors under generally accepted auditing standards applicable in their
respective countries. The Holding Company’s management has converted the financial statements of such
Subsidiaries located outside India from accounting principles generally accepted in their respective countries to
accounting principles generally accepted in India. We have audited these conversion adjustments made by the
Holding Company’s management. Our opinion in so far as it relates to the balances and affairs of such Subsidiaries
located outside India is based on the report of other auditors and the conversion adjustments prepared by the
management of the Holding Company and audited by us.
b. We did not audit the financial statements / financial information of two Subsidiaries, whose financial statements
/ financial information reflect total assets of Rs. 28,961.49 lacs as at March 31, 2023, total revenues of Rs. Nil
and net cash inflows amounting to Rs. 11,331.50 lacs for the year ended on that date, as considered in the
consolidated financial statements. Further, the consolidated financial statements also include the Group’s share
of net loss of Rs. 246.00 lacs and Other Comprehensive Income/(Loss) of Rs. Nil for the year ended March 31,
2023, as considered in the consolidated financial statements, in respect of two Jointly Controlled Entities, whose
financial statements / financial information have not been audited by us. These financial statements / financial
information are unaudited and have been furnished to us by the Management and our opinion on the consolidated
financial statements, in so far as it relates to the amounts and disclosures included in respect of these Subsidiaries
and Jointly Controlled Entities, and our report in terms of sub-section (3) of Section 143 of the Act in so far as it
relates to the aforesaid Subsidiaries and Jointly Controlled Entities, is based solely on such unaudited financial
statements / financial information. In our opinion and according to the information and explanations given to us
by the Management, these financial statements / financial information are not material to the Group.
c. The consolidated financial statements of the Holding Company for the year ended March 31, 2022, were audited
by another firm of chartered accountants along with one of the joint statutory auditors of the Holding Company
i.e. MSKA & Associates, vide their unmodified audit report dated May 28, 2022.
Our opinion on the consolidated financial statements, and our report on Other Legal and Regulatory Requirements
below, is not modified in respect of the above matters with respect to our reliance on the work done and the
reports of the other auditors and the financial statements / financial information certified by the Management.

Report on Other Legal and Regulatory Requirements


1. As required by Section 143(3) of the Act, we report, to the extent applicable, that:
a. We have sought and obtained all the information and explanations which to the best of our knowledge and
belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements.
b. In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated
financial statements have been kept so far as it appears from our examination of those books and the reports
of the other auditors.
c. The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss including Other
Comprehensive Income, the Consolidated Statement of Changes in Equity and the Consolidated Cash Flow
Statement dealt with by this Report are in agreement with the relevant books of account maintained for the
purpose of preparation of the consolidated financial statements.
d. In our opinion, the aforesaid consolidated financial statements comply with the Indian Accounting Standards

162 UFLEX Limited


CIN: L74899DL1988PLC032166
specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as
amended.
e. On the basis of the written representations received as on March 31, 2023, from the Directors of the Holding
Company, its Subsidiary and Associate, incorporated in India and taken on record by the respective Board of
Directors of the Holding Company, its Subsidiary and Associate, none of the directors of the Holding Company
and such Subsidiary and Associate, are disqualified as on March 31, 2023 from being appointed as a director
in terms of Section 164 (2) of the Act.
f. With respect to the adequacy of internal financial controls over financial reporting of the Holding Company,
its’ Subsidiary and Associate, incorporated in India and the operating effectiveness of such controls, refer to
our separate report in “Annexure A”.
g. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditor’s) Rules, 2014, as amended, in our opinion and to the best of our information
and according to the explanations given to us:
i. The consolidated financial statements disclose the impact of pending litigations as at March 31, 2023, on
the consolidated financial position of the Group, its Associate and Jointly Controlled Entities – Refer Note
33-I (A), 33-I (C) and 33-II (i) to the consolidated financial statements.
ii. The Group, its Associate and Joint controlled entities did not have any long-term contracts including
derivative contracts for which they were any material foreseeable losses.
iii. (a) There has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Holding Company and its Associate, incorporated in India.
(b) There were no amount which were required to be transferred to the Investor Education and Protection
Fund by the Subsidiary, incorporated in India.
iv. (a) The respective Managements of the Holding Company and its Subsidiary and Associate,
incorporated in India whose financial statements have been audited under the Act have represented
to us and the auditors of such Subsidiary and Associate respectively represent that, to the best
of their knowledge and belief, no funds have been advanced or loaned or invested (either from
borrowed funds or share premium or any other sources or kind of funds) by the Holding Company
or such Subsidiary and Associate to or in any other person(s) or entity(ies), including foreign
entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, as
on the date of this audit report, that the intermediary shall, directly or indirectly lend or invest
in other persons or entities identified in any manner whatsoever by or on behalf of the Holding
Company or such Subsidiary and Associate (“Ultimate Beneficiaries”) or provide any guarantee,
security or the like on behalf of the Ultimate Beneficiaries.
(b) The respective Managements of the Holding Company and its Subsidiary and Associate, incorporated
in India whose financial statements have been audited under the Act have represented to us and the
other auditors of such Subsidiary and Associate respectively that, to the best of their knowledge
and belief, no funds have been received by the Holding Company or any of such Subsidiary and
Associate from any person(s) or entity(ies), including foreign entities (Funding Parties), with the
understanding, whether recorded in writing or otherwise, as on the date of this audit report, that the
Holding Company or any of such Subsidiary and Associate shall, directly or indirectly, lend or invest
in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party
(“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate
Beneficiaries.
(c) Based on the audit procedures that have been considered reasonable and appropriate in the
circumstances performed by us and that performed by the auditors of the Subsidiary and Associate,
incorporated in India whose financial statements have been audited under the Act, and according to
the information and explanations provided to us by the Management of the Holding company in this
regard nothing has come to our or other auditors’ notice that has caused us or the other auditors to

34th Annual Report 2022 - 2023 163


believe that the representations under sub-clause (i) and (ii) of Rule 11(e) as provided under iv(a) and
iv(b) above, contain any material mis-statement.
v. On the basis of our verification and on consideration of the reports of the statutory auditors of Subsidiary
and Associate, incorporated in India under the Act, we report that:
(a) The final dividend proposed in the previous year, declared and paid by the Holding Company and
its Associate during the year, is in accordance with section 123 of the Companies Act 2013, as
applicable.
(b) The Board of Directors of the Holding Company and its Associate have proposed final dividend for
the year which is subject to the approval of the respective members at the their respective ensuing
Annual General Meetings. The amount of dividend proposed by the respective Board of Directors, is
in accordance with section 123 of the Act, as applicable.
(c) The Subsidiary incorporated in India, has neither declared nor paid any dividend during the year.
vi. As proviso to rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable for the Holding Company,
and its subsidiary and associate, incorporated in India only w.e.f. April 1, 2023, reporting under this clause
is not applicable.
2. As required by The Companies (Amendment) Act, 2017, in our opinion, according to information, explanations
given to us, the remuneration paid/provided by the Holding Company and Associate, incorporated in India, to
their directors during the year, is within the limits laid prescribed under Section 197 of the Act, read with Schedule
V of the Act.

Further, no managerial remuneration is provided by the Subsidiary, incorporated in India.

3. According to the information and explanations given to us and based on the Companies (Auditor’s Report) Order,
2020 (“CARO”) reports issued by us on the Standalone Financial statements of the Holding Company and on
consideration of CARO reports issued by statutory auditors of a Subsidiary and Associate, incorporated in India,
included in the consolidated financial statements, we report that there are no Qualifications/adverse remarks in
the respective reports.

For M S K A & Associates For VIJAY SEHGAL & CO.


Chartered Accountants Chartered Accountants
Firm Registration No.:105047W Firm Registration No.: 000374N

Vinod Gupta S. V. Sehgal


Partner Partner
Membership No. 503690 Membership No. 080329
UDIN : 23503690BGYIGY3205 UDIN : 23080329BGZHYD4740

Place: NOIDA Place: NOIDA


Date: May 30, 2023 Date: May 30, 2023

164 UFLEX Limited


CIN: L74899DL1988PLC032166
ANNEXURE A TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE CONSOLIDATED
FINANCIAL STATEMENTS OF UFLEX LIMITED
Referred to in paragraph 1 (f) under ‘Report on Other Legal and Regulatory Requirements’ in the Independent
Auditors’ Report of even date to the Members of UFlex Limited on the Consolidated Financial Statements for the
year ended March 31, 2023

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of
the Companies Act, 2013 (“the Act”)
Opinion
In conjunction with our audit of the Consolidated Financial Statements of the UFlex Limited (hereinafter referred to as
“the Holding Company”) as of and for the year ended March 31, 2023, we have audited the internal financial controls
with reference to the Consolidated Financial Statements of the Holding Company and its Subsidiary and Associate,
incorporated in India, as of that date.

In our opinion, and to the best of our information and according to the explanations given to us and based on the
considerations of reports issued by other auditors, as referred to in “Other Matter” Paragraph below, the Holding
Company, its Subsidiary and Associate, incorporated in India, have, in all material respects, an adequate internal
financial controls with reference to the Consolidated Financial Statements and such internal financial controls
with reference to Consolidated Financial Statements were operating effectively as at March 31, 2023, based on the
internal control with reference to Consolidated Financial Statements criteria established by the respective companies
considering the essential components of internal control stated in the “Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting” issued by the Institute of Chartered Accountants of India (“the ICAI”) (“the Guidance
Note”).

Management’s Responsibility for Internal Financial Controls


The respective Management and Board of Directors of the Holding Company, its Subsidiary and Associate, incorporated
in India, are responsible for establishing and maintaining internal financial controls based on the internal control
with reference to Consolidated Financial Statements criteria established by the respective companies considering
the essential components of internal control stated in the Guidance Note. These responsibilities include the design,
implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring
the orderly and efficient conduct of its business, including adherence to the respective company’s policies, the
safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the
accounting records, and the timely preparation of reliable financial information, as required under the Act.
Auditor’s Responsibility
Our responsibility is to express an opinion on the internal financial controls with reference to Consolidated Financial
Statements of the Holding Company, its Subsidiary and Associate, incorporated in India, based on our audit. We
conducted our audit in accordance with the Guidance Note issued by the ICAI and the Standards on Auditing prescribed
under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls. Those Standards
and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether adequate internal financial controls with reference to the Consolidated Financial
Statements was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial
controls with reference to Consolidated Financial Statements and their operating effectiveness. Our audit of internal
financial controls with reference to Consolidated Financial Statements included obtaining an understanding of
internal financial controls with reference to Consolidated Financial Statements, assessing the risk that a material
weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the
assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of
material misstatement of the Consolidated Financial Statements, whether due to fraud or error.

34th Annual Report 2022 - 2023 165


We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms
of their reports referred to in the Other Matters paragraph below, is sufficient and appropriate to provide a basis for
our audit opinion on the internal financial controls with reference to Consolidated Financial Statements of the Holding
Company, its Subsidiary and Associate, incorporated in India.

Meaning of Internal Financial Controls With Reference to Consolidated Financial Statements


A company’s internal financial control with reference to Consolidated Financial Statements is a process designed
to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Consolidated
Financial Statements for external purposes in accordance with generally accepted accounting principles. A company’s
internal financial control with reference to Consolidated Financial Statements includes those policies and procedures
that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions
and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded
as necessary to permit preparation of Consolidated Financial Statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the company are being made only in accordance with
authorizations of management and directors of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could
have a material effect on the Consolidated Financial Statements.
Inherent Limitations of Internal Financial Controls With Reference to Consolidated Financial Statements
Because of the inherent limitations of internal financial controls with reference to Consolidated Financial Statements,
including the possibility of collusion or improper management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls
with reference to Consolidated Financial Statements to future periods are subject to the risk that the internal
financial control with reference to Consolidated Financial Statements may become inadequate because of changes in
conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Other Matter
Our aforesaid reports under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal
financial controls with reference to Consolidated Financial Statements insofar as it relates to a Subsidiary and
Associate, incorporated in India, is based on the corresponding reports of auditors of such Subsidiary and Associate.

For M S K A & Associates For VIJAY SEHGAL & CO.


Chartered Accountants Chartered Accountants
Firm Registration No.:105047W Firm Registration No.: 000374N

Vinod Gupta S. V. Sehgal


Partner Partner
Membership No. 503690 Membership No. 080329
UDIN : 23503690BGYIGY3205 UDIN : 23080329BGZHYD4740

Place: NOIDA Place: NOIDA


Date: May 30, 2023 Date: May 30, 2023

166 UFLEX Limited


CIN: L74899DL1988PLC032166
Consolidated Balance Sheet as at 31st March 2023
(Rs. in Lacs)
Particulars Note No. As At As At
31st March 2023 31st March 2022
I ASSETS
Non-Current Assets
a) Property, Plant and Equipment 2A 7,21,127.39 5,88,853.55
b) Capital Work-in-Progress 47 45,679.88 66,221.94
c) Investment Property 2B 1,215.34 1,102.89
d) Intangible assets 2C 1,446.79 2,171.38
e) Right of use assets 2D 54,860.92 49,591.19
f) Intangible assets under development 48 901.98 840.13
g) Financial Assets
i) Investments 3 19,092.99 21,217.25
ii) Loans 4 5,131.49 5,623.47
iii) Other Non-Current Financial Assets 5 5,766.01 8,462.60
h) Other Non-Current Assets 6 31,628.20 31,314.04
Total Non-Current Assets 8,86,850.99 7,75,398.44
Current assets
a) Inventories 7 2,31,085.02 1,83,140.05
b) Financial Assets
i) Trade Receivables 8 3,23,212.72 3,51,074.30
ii) Cash and Cash equivalents 9A 1,00,836.96 53,978.69
iii) Bank Balances other than (ii) above 9B 8,300.06 4,848.74
iv) Loans 10 - 1,959.25
v) Other Financial Assets 11 13,040.43 5,024.87
c) Other Current Assets 12 80,441.63 68,686.71
Total Current Assets 7,56,916.82 6,68,712.61
TOTAL ASSETS 16,43,767.81 14,44,111.05
II EQUITY AND LIABILITIES
Equity
a) Equity Share Capital 13 7,221.15 7,221.15
b) Other Equity 14 7,43,330.07 6,62,363.04
Total Equity 7,50,551.22 6,69,584.19
Liabilities
Non-Current Liabilities
a) Financial Liabilities
i) Borrowings 15 3,46,335.90 3,07,184.32
ii) Lease Liabilities 19,595.65 20,973.72
iii) Other Financial Liabilities 16 8,727.70 6,885.79
b) Provisions 17 3,544.43 3,153.03
c) Deferred Tax Liabilities (Net) 18 30,273.12 28,555.39
Total Non-Current Liabilities 4,08,476.80 3,66,752.25
Current Liabilities
a) Financial Liabilities
i) Borrowings 19 2,03,149.96 1,49,066.35
ii) Lease Liabilities 1,270.86 1,438.31
iii) Trade Payables 20
- Total outstanding dues of Micro & Small enterprises 2,715.64 2,586.53
- Total outstanding dues of creditors other than Micro & Small 2,13,015.39 1,92,154.07
enterprises
iv) Other Financial Liabilities 21 37,816.22 27,911.63
b) Other Current Liabilities 22 14,509.79 17,094.96
c) Provisions 23 1,939.39 1,877.77
d) Current Tax Liabilities (Net) 24 10,322.54 15,644.99
Total Current Liabilities 4,84,739.79 4,07,774.61
TOTAL EQUITY AND LIABILITIES 16,43,767.81 14,44,111.05

The accompanying Notes from S.No. 1 to 53 form an Integral Part of the Consolidated Financial Statements.
For and on behalf of the Board of Directors

Rajesh Bhatia Jagmohan Mongia Ashok Chaturvedi


Group President Whole-time Director Chairman & Managing Director
(Finance & Accounts) & CFO DIN 09051022 DIN 00023452

Rakesh Malhotra Ritesh Chaudhry This is the Consolidated Balance Sheet referred to in our report of even date attached
Vice President Sr. Vice President-Secretarial & For M S K A & Associates For VIJAY SEHGAL & Co.
(Corp. Accounts) Company Secretary Chartered Accountants Chartered Accountants
Firm’s Registration No.: 105047W Firm’s Registration No.: 000374N

Place : NOIDA Vinod Gupta S.V. SEHGAL


Dated : 30th May, 2023 Partner Partner
M.No.: 503690 M.No.: 080329

34th Annual Report 2022 - 2023 167


Consolidated Statement of Profit & Loss for the year ended 31st March 2023
(Rs. in Lacs)
Particulars Note No. For the Year Ended For the Year Ended
31st March 2023 31st March 2022
INCOME:
Revenue from Operations
Gross Revenue from Sale of Products & Services 25 (A) 14,85,906.48 13,42,266.96
Less : Inter unit Revenue from Sales of Products & Services 40,114.64 46,627.67
Net Revenue from Sale of Products & Services 14,45,791.84 12,95,639.29
Other Operating Income 25 (B) 20,459.21 17,073.88
Revenue from Operations 14,66,251.05 13,12,713.17
Other Income 26 12,942.35 10,897.56
Share in Profit / (Loss) of the Associate for the Year (499.68) 429.82
Share in (Loss) of Joint Ventures for the Year (246.00) (362.00)
Total Income 14,78,447.72 13,23,678.55
EXPENSES:
Cost of materials consumed 27 9,30,495.30 8,02,215.28
Purchase of Stock-in-Trade 8,110.15 10,163.96
Changes in inventories of finished goods, work-in-progress and Stock-in-Trade 28 (16,531.07) (36,430.84)
Employee benefits expense 29 1,07,921.55 92,494.73
Finance costs 30 47,342.94 32,246.18
Depreciation and amortization expense 59,902.89 53,712.02
Other expenses 31 2,63,027.02 2,29,315.20
Expenses Allocated to Self Constructed Assets 32 (2,425.44) (2,077.73)
TOTAL EXPENSES 13,97,843.34 11,81,638.80
Profit before exceptional items and tax 80,604.38 1,42,039.75
Exceptional Items (Refer Note No. 37) (14,999.80) (3,809.93)
Profit before tax and after exceptional items 65,604.58 1,38,229.82
Less / (Add) : Tax expense:
-Current tax 18,708.27 29,397.72
-Deferred tax (822.07) (1,814.36)
- Short / (Excess) Provision of Income Tax for earlier years (357.61) 704.23
Profit for the year before Non Controlling Interest 48,075.99 1,09,942.23
Non Controlling Interest (7.64) (116.50)
Profit for the year 48,068.35 1,09,825.73
Other Comprehensive Income
a. Items that will be reclassified subsequently to Profit or Loss
Exchange Difference on translation of foreign operations 35,165.68 5,628.23
b. Items that will not be reclassified subsequently to Profit or Loss
Remeasurement of the net defined benefit liability / asset (89.59) (609.12)
Fair Value Changes / Realised Value in Equity Instruments (41.18) 609.73
Income tax relating to items that will not be reclassified Subsequently to Profit 22.55 153.30
& Loss
Share in aggregate other comprehensive income of the Associate (Net of Tax) (0.08) 2.91
Total (b) (108.30) 156.82
Total Other Comprehensive Income for the year (a+b) 35,057.38 5,785.05
Total Comprehensive Income for the Year 83,133.37 1,15,727.28
Total Comprehensive Income for the Year attributable to:
- Owners of the Holding Company 83,125.73 1,15,610.78
- Non-Controlling Interest 7.64 116.50
Earnings Per Equity Share (For the Year)
a) Basic (Rs.) 41 66.57 152.09
b) Diluted (Rs.) 41 66.57 152.09
The accompanying Notes from S.No. 1 to 53 form an Integral Part of the Consolidated Financial Statements.
For and on behalf of the Board of Directors

Rajesh Bhatia Jagmohan Mongia Ashok Chaturvedi


Group President Whole-time Director Chairman & Managing Director
(Finance & Accounts) & CFO DIN 09051022 DIN 00023452

Rakesh Malhotra Ritesh Chaudhry This is the Consolidated Statement of Profit & Loss referred to in our report of even
Vice President Sr. Vice President-Secretarial & date attached
(Corp. Accounts) Company Secretary For M S K A & Associates For VIJAY SEHGAL & Co.
Chartered Accountants Chartered Accountants
Firm’s Registration No.: 105047W Firm’s Registration No.: 000374N

Place : NOIDA Vinod Gupta S.V. SEHGAL


Dated : 30th May, 2023 Partner Partner
M.No.: 503690 M.No.: 080329

168 UFLEX Limited


CIN: L74899DL1988PLC032166
Consolidated Statement Of Changes in Equity for the year ended 31st March 2023
(Rs. in lacs)
Particulars Equity Other Equity Total Attributable Attributable
Share Reserve & Surplus Items of Other Comprehensive Income to Owners of to Non
Capital the Company Controlling
Capital Securities General Legal Retained Equity Exchange Exchange Remeasure- Share in Interest
Reserve Premium Reserve Reserve Earnings Instrument differences differences on ment of aggregate
through on translating devaluation of Defined Other
Other financial Currency Benefit Plans Comprehen-
Comprehen- statements sive Income of
sive Income of foreign Associate
operations
Balance as at 1st April 2021 7,221.15 10,377.76 57,110.63 22,716.31 5,500.81 4,21,591.75 (2,425.33) 44,631.82 (9,525.32) (1,503.11) (36.19) 5,55,660.28 5,54,850.41 809.87

34th Annual Report 2022 - 2023


Total Other Comprehensive Income 609.73 5,628.23 - (455.82) 2.91 5,785.05 5,785.05 -
for the Year (Net of Tax)
Dividend Paid (1,805.29) (1,805.29) (1,805.29) -
Profit for the Year 1,09,942.23 1,09,942.23 1,09,825.73 116.50
Amount transferred to Retained (10.77) 10.77 - - -
Earning on Disposal of Investment
recognized through Other
Comprehensive Income (Net of Tax)
Amount transferred to General (3,386.23) (3,386.23) (3,386.23) -
Reserve & Legal Reserve
Amount Transferred from Retained 830.63 2,555.60 3,386.23 3,386.23 -
Earnings
Balance as at 31st March 2022 7,221.15 10,377.76 57,110.63 23,546.94 8,056.41 5,26,331.69 (1,804.83) 50,260.05 (9,525.32) (1,958.93) (33.28) 6,69,582.27 6,68,655.90 926.37
Balance as at 1st April 2022 7,221.15 10,377.76 57,110.63 23,546.94 8,056.41 5,26,331.69 (1,804.83) 50,260.05 (9,525.32) (1,958.93) (33.28) 6,69,582.27 6,68,655.90 926.37
Total Other Comprehensive Income (41.18) 35,165.68 - (67.04) (0.08) 35,057.38 35,057.38 -
for the Year (Net of Tax)
Dividend Paid (2,166.34) (2,166.34) (2,166.34) -
Profit for the Year 48,075.99 48,075.99 48,068.35 7.64
Amount transferred to General (1,596.33) (1,596.33) (1,596.33) -
Reserve & Legal Reserve
Amount Transferred from Retained 69.51 1,526.82 1,596.33 1,596.33 -
Earnings
Balance as at 31st March 2023 7,221.15 10,377.76 57,110.63 23,616.45 9,583.23 5,70,645.01 (1,846.01) 85,425.73 (9,525.32) (2,025.97) (33.36) 7,50,549.30 7,49,615.29 934.01

The accompanying Notes from S.No. 1 to 53 form an Integral Part of the Consolidated Financial Statements.
For and on behalf of the Board of Directors

Rajesh Bhatia Jagmohan Mongia Ashok Chaturvedi


Group President Whole-time Director Chairman & Managing Director
(Finance & Accounts) & CFO DIN 09051022 DIN 00023452

Rakesh Malhotra Ritesh Chaudhry This is the Consolidated Statement of Changes in Equity referred to in our report of even date attached
Vice President Sr. Vice President- Secretarial & For M S K A & Associates For VIJAY SEHGAL & Co.
(Corp. Accounts) Company Secretary Chartered Accountants Chartered Accountants
Firm’s Registration No.: 105047W Firm’s Registration No.: 000374N

169
Place : NOIDA Vinod Gupta S.V. SEHGAL
Dated : 30th May, 2023 Partner Partner
M.No.: 503690 M.No.: 080329
Consolidated Cash Flow Statement for the year ended 31st March, 2023
(Rs. in lacs)
For the Year Ended For the Year Ended
31.03.2023 31.03.2022
A. CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before tax after exceptional items 65,604.58 1,38,229.82
Adjustment for :
Share in (Profit) / Loss of the Associate for the Year 499.68 (429.82)
Share in (Profit) / Loss of the Joint Ventures for the Year 246.00 362.00
Exchange differences on translation of foreign operations 7,656.52 4,175.17
(net of adjustment to cost of Property, Plant & Equipment
(PPE), Intangibles, Right of use Assets & Deferred Tax)
Depreciation & amortisation expense 59,902.89 53,712.02
(Gain) / Loss on Sale of Property, Plant & Equipment (Net) (137.27) 84.31
Property, Plant & Equipments written Off 259.11 23.06
(Gain) / Loss on sale of Investment Property - (10.76)
(Gain)/ Loss on sale of Right to Use Assets (7.88) (5.21)
Finance Cost 47,342.94 32,246.18
Interest rate swaps Derivative designated as FVTPL (6,369.34) (3,807.73)
Interest received from Banks / others (2,976.54) (2,241.78)
Rent Received (1,043.58) (968.26)
Dividend on 7.5% Preference Shares (1,094.56) (2,752.44)
Remeasurement of the net defined benefit liability / asset (89.59) 1,04,188.38 (609.12) 79,777.62

Operating Profit before Working Capital changes 1,69,792.96 2,18,007.44

Adjustment for :
Trade Receivables 27,861.58 (1,10,930.37)
Other financial assets and other assets (10,309.83) (17,408.69)
Inventories (47,944.97) (68,082.94)
Trade payables 20,990.43 60,029.56
Other financial liabilities, Other Liabilities and Provisions 6,400.12 (3,002.67) 12,012.32 (1,24,380.12)
Cash generated from operations 1,66,790.29 93,627.32
Income Tax paid (28,524.18) (22,771.03)
Cash from operating activities 1,38,266.11 70,856.29
Net Cash generated from operating activities (A) 1,38,266.11 70,856.29

B. CASH FLOW FROM INVESTING ACTIVITIES


Purchase of Property, Plant & Equipment, Investment (1,29,863.44) (98,302.39)
Property, Intangibles Assets and Capital work in progress
Sale proceeds of PPE & Intangibles etc. 2,095.97 1,950.15

170 UFLEX Limited


CIN: L74899DL1988PLC032166
(Rs. in lacs)
For the Year Ended For the Year Ended
31.03.2023 31.03.2022
(Outflow) / Inflow on Purchase / Sale of Investments (Net) (187.68) (160.21)
Proceeds from redemption of 7.5% Preference shares 1,525.00 -
Movement in non current financial assets 565.60 (5,569.66)
Movement in Other Non-Current Financial Assets 2,696.59 (151.89)
Loan to Joint Venture (4.81) (1.73)
Loan to Associate 1,500.00 (1,500.00)
Loan to Body Corporate 402.39 2,561.24
Interest received from Banks / others 3,068.03 2,241.78
Rent Received 1,043.58 968.26
Dividend on 7.5% Preference Shares - 2,752.44
Net Cash used in Investing Activities (B) (1,17,158.77) (95,212.01)

C. CASH FLOW FROM FINANCING ACTIVITIES


Dividend Paid (2,176.55) (1,809.72)
Lease Payments (16,633.68) (2,864.42)
Finance Cost (45,222.71) (31,460.35)
Borrowings (Net) 93,235.19 57,737.72
Net Cash used in Financing Activities (C ) 29,202.25 21,603.23
Net (Decrease) /Increase (A+B+C) 50,309.59 (2,752.49)
Cash and Bank Balances
Opening 58,827.43 61,579.92
Closing # 1,09,137.02 58,827.43

#Includes Rs. 8,300.06 lacs (Previous Year Rs. 4,848.74 lacs) in respect of amount lying in unclaimed dividend accounts /
margin money accounts / fixed deposits pledged with banks as margin for letter of credits, guarantees & bills discounted.

The accompanying Notes from S.No. 1 to 53 form an Integral Part of the Consolidated Financial Statements.
For and on behalf of the Board of Directors

Rajesh Bhatia Jagmohan Mongia Ashok Chaturvedi


Group President Whole-time Director Chairman & Managing Director
(Finance & Accounts) & CFO DIN 09051022 DIN 00023452

Rakesh Malhotra Ritesh Chaudhry This is the Consolidated Cash Flow Statement referred to in our report of even date
Vice President Sr. Vice President-Secretarial & attached
(Corp. Accounts) Company Secretary For M S K A & Associates For VIJAY SEHGAL & Co.
Chartered Accountants Chartered Accountants
Firm’s Registration No.: 105047W Firm’s Registration No.: 000374N

Place : NOIDA Vinod Gupta S.V. SEHGAL


Dated : 30th May, 2023 Partner Partner
M.No.: 503690 M.No.: 080329

34th Annual Report 2022 - 2023 171


Notes on the Financial Statements for the year ended 31st March 2023
1: SIGNIFICANT ACCOUNTING POLICIES
A. Basis of Preperation of Financial Statements
The financial statements of the group have been prepared in accordance with the Indian Accounting Standards
(Ind AS) notified under the Companies (Indian Accounting Standards) Rules 2015 as amended from time to
time by the Ministry of Corporate Affairs (MCA), the provisions of Companies Act, 2013, and guidelines issued
by the Securities and Exchange Board of India (SEBI). Accounting policies have been consistently applied
except where a newly issued Indian Accounting Standard is initially adopted or a revision to an existing Indian
Accounting Standard requires a change in the accounting policy hitherto in use. Financial statements of the
group are prepared under the historical cost convention except for the certain financial assets and liabilities
measured at fair value as mentioned in applicable accounting policies.
The financial statements are presented in Indian Rupees (INR). Amount has been rounded off to nearest lacs.

B. Basis and Principles of Consolidation


The consolidated financial statements comprise those of UFLEX Limited and its affiliated companies (the
Group).
Companies which the group controls are fully consolidated from the date at which the Group obtains the
control over the entity. The Group controls the entity when it is exposed to, or has right to, variable returns
from its involvement with the company and has ability to affect those returns through its power over the
company. The Group holds either full or majority of voting rights in the companies which are controlled.
The financial statements of the Group Companies are consolidated on a line-by-line basis by adding
together the book values of like items of assets, liabilities, income and expenses, subject to regrouping &
netting of certain items, which present the consolidation in a fair manner without affecting the materiality,
after eliminating the intra-group transactions and also unrealized profit or losses resulting from intra-group
transactions included in the carrying amount of assets. The group financial statements are prepared by
adopting uniform accounting policies for like transactions and other events in similar circumstances and are
presented to the extent possible, in the same manner as that of holding company’s financial statements.
Non-controlling interest which represent part of the net profit or loss and net assets of the subsidiaries that
are not, directly or indirectly, owned or controlled by the Group, are excluded. The excess / short amount of
investment of the Group over its share in the net assets of the respective affiliates is recognized as Goodwill or
Capital Reserve in the financial statement.
Associates are entities over which the Group has significant influence, but not control. Investments in the
associate companies have been accounted under the Equity Method of accounting. The investment is initially
recognized at cost, and the carrying amount is increased or reduced by the amount of share in profit & loss of
the investee after the date of acquisition. The Groups investment in associates includes goodwill identified on
acquisition.
Joint Ventures are entities over which the Group has joint control. Investments in the joint venture have been
accounted under the Equity Method of accounting. The investment is initially recognized at cost, and the
carrying amount is increased or reduced by the amount of share in profit & loss of the investee after the date
of acquisition.
The list of companies of the UFLEX Group, associates and joint ventures are given as under:

Sr. Name of the Company Country of Relation Ownership


No. Incorporation Interest
1 Uflex Europe Limited London-UK Subsidiary 100%
2 Uflex Packaging Inc. USA Subsidiary 100%
3 Flex Middle East FZE Dubai-UAE Subsidiary 100%

172 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Financial Statements for the year ended 31st March 2023

Sr. Name of the Company Country of Relation Ownership


No. Incorporation Interest
4 Flex P. Films (Egypt) S.A.E. Egypt Subsidiary 100%
5 Flex Films Europa Sp. Z.o.o. Poland Subsidiary 100%
6 UPET Holdings Limited Mauritius Subsidiary 100%
7 UPET (Singapore) PTE Ltd. Singapore Subsidiary 100%
8 Flex Americas S.A.de C.V. Mexico Subsidiary 100%
9 Flex Films (USA) Inc. USA Subsidiary 100%
10 USC Holograms (P) Ltd. India Subsidiary 68%
11 LLC Flex Chemicals Pvt. Ltd. Russia Subsidiary 100%
12 Flex Films Africa Pvt. Ltd. Nigeria Subsidiary 100%
13 Flex Films Europa Korlatolt Hungary Subsidiary 100%
Felelossegu Tarsasag
14 Flex Films RUS LLC Russia Subsidiary 100%
15 Flex Foils Bangladesh Pvt. Ltd. Bangladesh Subsidiary 100%
16 Flex Specialty Chemicals (Egypt) Egypt Subsidiary 100%
S.A.E.
17 PlasticFix Europa Sp. Z.o.o. Poland Subsidiary 100%
18 Flex Pet (Egypt) S.A.E. Egypt Subsidiary 100%
19 Digicyl Pte. Ltd. Singapore Joint Venture 50%
20 Digicyl Limited Israel Joint Venture 50%
21 Flex Foods Limited India Associate 47.15%
Business Combinations
Business combinations are accounted for using the acquisition method. Where not all of the equity of a
Acquiree is acquired the non-controlling interests are recognized at the non-controlling interest share in net
identifiable assets of the Acquiree. Upon obtaining control in a business combination achieved in stages, the
Group remeasures its previously held equity interest at fair value and recognizes a gain or a loss to the other
comprehensive income.
All the figures of assets, liabilities, revenue & expenses of subsidiaries, which are stated in foreign currency in
its separate financial statements, are converted into Indian Rupees in accordance with the Ind AS 21 on “The
Effects of Changes in Foreign Exchange Rates”.

C. (I) Use of Estimates and Judgements


The preparation of the financial statements is in conformity with Ind AS requires management to make
estimates, judgments and assumptions. These estimates, judgments and assumptions affect the application
of accounting policies and the reported amounts of assets and liabilities, the disclosures of contingent
assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses
during the period. Accounting estimates could change from period to period. Actual results could differ from
those estimates. Appropriate changes in estimates are made as management becomes aware of changes in
circumstances surrounding the estimates.
The estimates and underlying assumptions are reviewed on going concern basis.
Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision
affects only that period, in the period of the revision and future periods if the revision affects both current and
future.

34th Annual Report 2022 - 2023 173


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(II) Critical Accounting Judgements and Key Sources of Estimation


UNCERTAINTY
In the application of the Group accounting policies, which are described as below, the management of the
Group are required to make judgements, estimates and assumptions about the carrying amounts of assets
and liabilities that are not readily apparent from other sources. The estimates and associated assumptions
are based on historical experience and other factors that are considered to be relevant. Actual results may
differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised prospectively.
The following are the areas of estimation uncertainty and critical judgements that the management has
made in the process of applying the Group’s accounting policies and that have the most significant effect on
the amounts recognised in the consolidated financial statements:-
Useful lives of depreciable assets
Management reviews the useful lives of depreciable assets at each reporting date. As at the current year end,
management assessed that the useful lives represent the expected utility of the assets to the Group. Further,
there is no significant change in the useful lives as compared to previous year.
Defined benefit plans
The cost of the defined benefit plan and other postemployment benefits and the present value of such
obligation are determined using actuarial valuations. An actuarial valuation involves making various
assumptions that may differ from actual developments in the future. These include the determination of the
discount rate, future salary increases, mortality rates and future pension increases. Due to the complexities
involved in the valuation and its long-term nature, a defined benefit obligation is sensitive to changes in these
assumptions. All assumptions are reviewed at each reporting date.
Provision and contingent liability
On an ongoing basis, Group reviews pending cases, claims by third parties and other contingencies. For
contingent losses that are considered probable, an estimated loss is recorded as an accrual in financial
statements. Contingent losses that are considered possible are not provided for but disclosed as Contingent
liabilities in the financial statements. Contingencies the likelihood of which is remote are not disclosed in
the financial statements. Contingent gain are not recognized until the contingency has been resolved and
amounts are received or receivable.
Impairment of financial and non-financial assets
The impairment provisions for Financial Assets are based on assumptions about risk of default and expected
cash loss rates. The Group uses judgement in making these assumptions and selecting the inputs to the
impairment calculation, based in Group’s past history, existing market conditions as well as forward-looking
estimates at the end of each reporting period.
Impairment of Non – Financial Assets exists when the carrying value of an asset or cash generating unit
exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use.
The fair value less costs of disposal calculation is based on available data from binding sales transactions,
conducted at arm’s-length, for similar assets or observable market prices less incremental costs for disposing
of the asset. The value in use calculation is based on a DCF model.

D. Revenues
Revenues from sale of goods and processing
Revenue from the sale of goods and processing of material (Job Work ) in the course of ordinary activities
is measured at the value of the consideration received or receivable, net of returns, trade discounts, rate
differences and volume rebates. Revenue is recognized at point of time, which generally coincides with the

174 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

dispatch of products, representing transfer of control to the buyer, recovery of the consideration is probable,
the associated costs and possible return of goods can be estimated reliably, there is no continuing effective
control over the goods and the amount of revenue can be measured reliably. The timing of transfer of control
normally happens upon shipment. Export sales are recognized on the date when shipped on board as per
terms of sale and are recorded at the relevant exchange rates prevailing on the date of the transaction.
However, in case of consignment sales to agents revenues are recognized when the materials are sold to
ultimate customers.
Further, revenues are recognized at gross value of consideration of goods & processing of goods excluding
Goods and Service Tax (GST).
Revenue from Services
Revenue from the service contract is recognized when the related services are performed and revenue from
the services at the end of the reporting period is recognized based on stage of completion method. When there
is uncertainty as to the ultimate collection of the revenue, recognition is postponed until such uncertainty
is resolved. Revenues from service contracts are measured based on the services performed to date as a
percentage of total services to be performed. In case where the services are performed by an indeterminate
number of acts over a specified period of time, revenue is recognized on a straight line basis over the specified
period. After the initial recognition, in respect of uncollectible amount, provisions are made in the period in
which amount is identified as uncollectible.
Interest Income
Interest income is recognized on time apportionment basis. Effective interest method is used to compute the
interest income on long terms loans and advances.
Dividend Income
Dividend income is recognized when the right to receive is established, which is generally when shareholders
approve the dividend.

E. Property, Plant and Equipment (PPE)


Recognition and measurement:
Property, plant and equipment are initially recognized at cost after deducting refundable purchase taxes
and including the cost directly attributable to bring the asset to the location and conditions necessary for
it to be capable of operating in the manner intended by the management, borrowing cost in accordance
with the established accounting policy, cost of restoring and dismantling, if any, initially estimated by
the management. After the initial recognition the property, plant and equipment are carried at cost less
accumulated depreciation and impairment losses, if any.
Cost of Self-constructed assets is determined using the same principles as for acquired assets after eliminating
the component of internal profits.
Any gain or loss on disposal of an item of property, plant and equipment is recognized in the statement of
profit or loss.
In respect of Holding Company & a subsidiary company incorporated in India, depreciation on all property,
plant & equipment are provided for, from the date of put to use for commercial production on straight
line method at the useful lives prescribed in Schedule-II to the Companies Act, 2013 & in respect of Group
Companies incorporated outside India, useful life of Property, Plant & Equipment, is estimated as per
respective local GAAP, except for the followings, where the management of the Holding Company / Group
believes that technical useful lives is different from those prescribed in Schedule II of the Companies Act,
2013 or respective local GAAP, based on technical evaluation, past experience, uses and nature:

34th Annual Report 2022 - 2023 175


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

Particulars Description
Rotogravure Cylinders & Shims (useful life of 3 Over the useful life as technically specified by the
Years ) management based on the past experience
Continuous process Plant for Packaging Film Over the useful life as technically specified by the
(useful life of 20 Years) management based on the past experience
Identifiable separate components of Plant & Over the useful life as technically specified by the
Equipment (useful life of 3 to 7 years) management based on the past experience
Office Equipment (useful life of 3 to 6 years) Over the useful life as specified by the management based
on the past experience, usage and nature.
Furniture & fixtures (useful life of 1 to 10 years) Over the useful life as specified by the management based
on the past experience, usage and nature.
Vehicles (useful life of 5 to 8 years) Over the useful life as specified by the management based
on the past experience, usage and nature.
Aircraft (useful life of 20 years) Over the useful life as technically specified by the
management based on the past experience
Cost of leasehold land are written-off over the primary lease period of the land expect of the leasehold land,
held by the Group on the date of transition, which is amortised over the remaining useful lives of the assets.
Freehold land is not depreciated.
The estimated useful lives, residual values and depreciation method are reviewed at each financial year end
and the effect of any change is accounted for on prospective basis.
The carrying amount of all property, plant and equipment are derecognized on its disposal or when no future
economic benefits are expected from its use or disposal and the gain or loss on de-recognition is recognized
in the statement of profit & loss.
Reclassification to investment property:
When the use of a property changes from owner-occupied to investment property, the property is reclassified
as investment property at its carrying amount on the date of reclassification.

F. Intangible Assets
Acquired Intangible assets are initially recognized at cost after deducting refundable purchase taxes and
including the transaction cost, if any. After initial recognition intangibles are carried at cost less accumulated
amortization and impairment losses, if any.
Intangible assets in respect of Product development is created when the technical and commercial feasibility
of the project is demonstrated, future economic benefits are probable, the Group has an intention and ability
to complete and use or sell the product / technology and the cost is reliably measurable. Revenue expenditures
pertaining to Research is charged to the statement of profit & loss. Development costs of products are
charged to the statement of profit & loss unless a products technological and commercial feasibility has
been established in which case such expenditure is capitalized. Subsequent to initial recognition, internally
generated intangible assets are reported at cost less accumulated amortization and accumulated impairment
loss, if any.
Intangibles assets are amortised over their respective individual estimated useful lives on a straight line basis,
from the date they are available for use, as per period prescribed in respective license/ agreement or five
years.
Intangible asset is derecognized on disposal or when no future economic benefits are expected from
continuing use or disposal.
The estimated useful lives, residual values and amortization method are reviewed at each financial year end
and the effect of any change is accounted for on prospective basis.

176 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

G. Investment Properties
Investment properties are initially recognized at cost after deducting refundable purchase taxes and
including the transaction cost, if any. After initial recognition the investment properties are carried at cost
less accumulated depreciation and impairment losses, if any.
Transfer to and from the investment properties are made when and only when, there is change in the use of
the investment property as evidenced by the conditions laid down under the Indian accounting standard.
The carrying amount of the property as on the date of classification is considered as carrying value of the
investment property and vice-versa.
Depreciation on investment properties are provided for, from the date of put to use on straight line method at
the useful lives prescribed in Schedule-II to the Companies Act, 2013.
The carrying amount of the investment properties are derecognized on its disposal or when no future
economic benefits are expected from its use or disposal and the gain or loss on de-recognition is recognized
in the statement of profit & loss.
The estimated useful lives, residual values and depreciation method are reviewed at each financial year end
and the effect of any change is accounted for on prospective basis.
The fair value of the investment properties are disclosed in the notes.

H. Inventories
Inventories of finished goods and work in progress are valued at lower of cost, based on weighted average
method, (except in case of machine manufacturing where specific identification method is used) arrived after
including depreciation on plant & machinery, electrical installation, right to use assets and factory building,
repair & maintenance on factory building, specific manufacturing expenses including specific payments &
benefits to employees or net realizable value.
Raw Materials and other materials including packaging, stores and fuels are valued at lower of cost, based on
first-in-first-out method arrived at after including freight inward and other expenditure directly attributable
to acquisition or net realizable value.
Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs
of completion and sales.

I. Financial Instruments
Initial Recognition:
The Group recognizes financial assets and financial liabilities when it becomes a party to the contractual
provisions of the instrument. All financial assets and liabilities are recognized at fair value on initial
recognition, except for trade receivables/payables and where cost of generation of fair value exceeds benefits,
which are initially measured at transaction price. Transaction costs directly related to the acquisition or issue
of the financial assets and financial liabilities (other than financial assets and financial liabilities through
statement of profit & loss) are added to or deducted from the cost of financial assets or financial liabilities.
Transaction cost directly attributed to the acquisition of financial assets or financial liabilities at fair value
through statement of profit & loss are recognized immediately in the statement of profit & loss.
Subsequent Recognition:
Non-derivative financial instruments
(i) Financial assets carried at amortized cost: A financial asset is subsequently measured at amortized
cost if it is held within a business model whose objective is to hold the asset in order to collect contractual
cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that
are solely payments of principal and interest on the principal amount outstanding.

34th Annual Report 2022 - 2023 177


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(ii) Financial assets at fair value through other comprehensive income: A financial asset is subsequently
measured at fair value through other comprehensive income if it is held within a business model whose
objective is achieved by both collecting contractual cash flows and selling financial assets and the
contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments
of principal and interest on the principal amount outstanding.
The Group has made an irrevocable election for its investments which are classified as equity instruments
(all being not held for trading), to present the subsequent changes in fair value in other comprehensive
income based on its business model.
Fair value of the listed equity instruments are measured using the rate quoted in the stock exchange
wherein the securities are actively traded as on the last working day of the period of reporting. In respect
of unlisted equity instruments, fair value is determined based on the latest audited financial statements
and considering the open market information available, failing which it shall be measured at cost.
(iii) Financial assets at fair value through profit or loss: A financial asset which is not classified in any of the
above categories (including investment in units of mutual funds) is subsequently measured at fair value
through profit or loss.
(iv) Financial liabilities: Financial liabilities are subsequently carried at amortized cost using the effective
interest method, except for contingent consideration recognized in a business combination which is
subsequently measured at fair value through profit and loss. For trade and other payables maturing
within one year from the Balance Sheet date, the carrying amounts approximate fair value due to the
short maturity of these instruments.
(v) Derivative financial instruments: The Group holds derivative financial instruments to hedge its interest
rate risk exposures. Derivatives are initially measured at fair value. Subsequent to initial recognition,
derivatives are measured at fair value, and changes therein are recognised through profit or loss.
J. Financial Liabilities
Financial liabilities are initially recognized at the fair value of the consideration received less directly
attributable transaction cost.
Subsequent to initial measurement, financial liabilities viz borrowings are measured at amortised cost. The
difference in the initial carrying amount of the financial liabilities and their redemption value is recongised in
the statement of profit & loss over the contractual term using the effective interest rate method.
Financial liabilities are further classified as current and non-current depending whether they are payable
within 12 months from the balance sheet date or beyond.
Financial liabilities are derecognized when the Group is discharged from its obligation; they expire, are
cancelled or replaced by a new liability with substantial modified terms.
K. Earnings Per Share
Basic Earnings Per Share is computed by dividing the net profit attributable to the Equity Share Holders of the
Group to the weighted average number of Shares outstanding during the period & Diluted earnings per share
is computed by dividing the net profit attributable to the Equity Share Holders of the Group after adjusting the
effect of all dilutive potential equity shares that were outstanding during the period. The weighted average
number of shares outstanding during the period includes the weighted average number of equity shares that
could have issued upon conversion of all dilutive potential.
L. Taxation
Current Tax
Current tax is expected tax payable on the taxable income for the year, using the tax rate enacted at the
reporting date.
Current tax assets and liabilities are offset where the Group has legal enforceable right to offset and intends
either to settle on net basis, or to realise the assets and settle the liability simultaneously.

178 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

Deferred Tax Assets and Liabilities


Deferred tax is recognized for all taxable temporary differences and is calculated based on the carrying
amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.
Deferred tax is measured at the tax rates that are expected to be applied when the asset is realised or the
liability is settled, based on the laws that have been enacted or substantively enacted at the reporting date.
Deferred tax assets are recognized only to the extent that it is probable that future taxable profits will be
available against which the assets can be utilised. Deferred tax assets are reviewed at each reporting date and
are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset and when
the deferred tax balances relate to taxes levied by the same tax authority on the same taxable entity, or on
different tax entities, but the Group intends to settle current tax liabilities and assets on a net basis or their tax
assets and liabilities will be realised simultaneously.
Deferred tax is not recognized for temporary differences relating to:
- initial recognition of goodwill;
- initial recognition of assets or liabilities in a transaction that is not a business combination and that
affects neither accounting nor taxable profit; and
- Investments in subsidiaries, associates and jointly controlled entities where the Group is able to control
the timing of the reversal of the temporary difference and it is probable that they will not reverse in the
foreseeable future.
Current and Deferred Tax for the Year
Current and deferred tax are recognized in the statement of profit & loss, except when they relates to items
that are recognized in other comprehensive income or directly in equity, in which case, the current tax and
deferred tax is recognized directly in other comprehensive income or equity as the case may be.

M. Employee Benefits
The Group provides for the various benefits plans to the employees. These are categorized into Defined
Benefits Plans and Defined Contributions Plans. Defined contribution plans includes the amount paid by the
Group towards the liability for employees benefits plans notified / enacted by the competent authority and
defined benefits plans includes the retirement benefits, such as gratuity and paid absences (leave benefits)
both accumulated and non-accumulated.
a. In respect Defined Contribution Plans, contribution made to the specified fund based on the services
rendered by the employees are charged to Statement of Profit & Loss in the year in which services are
rendered by the employee.
b. Liability in respect of Defined Long Term benefit plan is determined at the present value of the amounts
payable determined using actuarial valuation techniques performed by an independent actuarial at each
balance sheet date using the projected unit credit methods. Remeasurement, comprising actuarial gain
and losses, the effects of assets ceiling (if applicable) and the return on plan assets (excluding interest),
are reflected immediately in the statement of Financial Position with a charge or credit recognized in
other comprehensive income in the period in which they occur. Past Service cost is recognized in the
statement of profit & loss in the period of plan amendment.
c. Liabilities for accumulating paid absences is determined at the present value of the amounts payable
determined using the actuarial valuation techniques performed by an independent actuarial at
each balance sheet date using the projected unit credit method. Actuarial gain or losses in respect of
accumulating paid absences are charged to statement of profit & loss account.
d. Liabilities for short term employee benefits are measured at undiscounted amount of the benefits
expected to be paid and charged to Statement of Profit & Loss in the year in which the related service is
rendered.

34th Annual Report 2022 - 2023 179


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

N. Government Grants
Government grants are recognized when there is reasonable assurance that the entity will comply with the
conditions attaching to them and the grants will be received.
Grants received as part of package of financial aids to which the number of condition are attached, the grant is
initially recognized as liability and proportionately transferred to the Reserves on fulfillment of the conditions
attached to it.
Grants received as part of investment in the specific fixed asset is reduced from the Cost of that asset at the
time of receipt of the Grant.
Revenue Grants are recognized in the statement of Profit & Loss.

O. Impairment
Financial assets
The Group recognizes the impairment on financial assets based on the expected credit loss model for the
financial assets which are not fair value through statement of profit and loss. Loss allowance on trade
receivables, with no significant financing component is measured at an amount equal to lifetime expected
credit loss. The amount of expected credit losses or reversal that is required to adjust the loss allowance at
the reporting date to the amount that is required to be recognized is recognized as an impairment gain or loss
in the statement of profit and loss for the period.
Intangible assets, investment property and property, plant and equipment
Intangible assets, investment property and property plant & equipment are evaluated for recoverability
wherever events or changes in circumstances indicate that their carrying amount may not be recoverable.
For impairment testing, assets that do not generate independent cash flows are grouped together into cash
generating units (CGUs).
For the purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to
disposal and the value in use) is determined on an individual asset basis unless the asset does not generate
cash flows that are largely independent of those from other assets. In such cases, the recoverable amount is
determined for the CGU to which the asset belongs.
If such asset is considered to be impaired, the impairment to be recognized in the statement of profit and
loss is measured by the amount by which the carrying value of the assets exceeds the estimated recoverable
amount of the asset. An impairment loss is reversed in the statement of profit & loss if there have been
changes in the estimates used to determine the recoverable amount. The carrying amount is increased to its
revised recoverable amount, provided that this amount does not exceeds the carrying amount that would
have been determined (net of any accumulated amortization or depreciation) had no impairment loss has
been recognized for the asset in prior years.

P. Provisions, Contingent Liabilities And Contingent Assets


A provision is recognized, if as a result of past event the Group has present legal or constructive obligations
that is reasonably estimable and it is probable that an outflow of economic benefits will be required to settle
the obligation.
Contingent liabilities are disclosed for possible obligations arising out of uncertain events not wholly in
control of the Group.
Contingent assets are not recognized in the financial statements. However due disclosures are made in the
financial statements for the contingent assets, where economic benefits is probable and amount can be
estimated reliably.

180 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

Q. Foreign Currency Transactions


Functional Currency
The Holding Company functional currency is Indian Rupees. The consolidated financial statement of the
Group is presented in Indian rupees rounded off to nearest lacs.
Transaction and Translations
Transactions in currency other than respective functional currencies are recorded at the rate, as declared by
the authorities / inter-bank rates, ruling on the date of transaction.
Unsettled Foreign currency denominated monetary assets and liabilities, as at the balance sheet date,
are translated using the exchange rates as at the balance sheet date. The gain or loss resulting from the
translation is recognized in the statement of profit & loss. Non-monetary assets and non-monetary liabilities
denominated in foreign currency and measured at cost are translated at the exchange rate at the date of
the transaction. Non-monetary assets and non-monetary liabilities denominated in foreign currency and
measured carried at fair value are translated at the date when the fair value is determined.
Transaction gain or losses realized upon settlement of foreign currency transaction are included in determining
the net profit for the period in which transaction is settled.
Exchanges difference arises on settlement / translation of foreign currency monetary items relating to
acquisition of property, plant & equipment till the period they are put to use for commercial production,
are capitalized to the cost of assets acquired and provided for over the useful life of the property, plant &
equipment.
R. Leases
The Group as a lessee
The Group’s lease asset classes primarily consist of leases for land, rental properties, equipment’s and
vehicles. The Group assesses whether a contract contains a lease, at inception of a contract. A contract is, or
contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in
exchange for consideration. To assess whether a contract conveys the right to control the use of an identified
asset, the Group assesses whether: (i) the contract involves the use of an identified asset (ii) the Group has
substantially all of the economic benefits from use of the asset through the period of the lease and (iii) the
Group has the right to direct the use of the asset.
At the date of commencement of the lease, the Group recognizes a right-of-use (ROU) asset and a corresponding
lease liability for all lease arrangements in which it is a lessee, except for leases with a term of 12 months or
less (short-term leases) and low value leases. For these short-term and low-value leases, the Group recognizes
the lease payments as an operating expense on a straight-line basis over the term of the lease. Certain lease
arrangements includes the options to extend or terminate the lease before the end of the lease term. ROU
assets and lease liabilities includes these options when it is reasonably certain that they will be exercised. The
ROU assets are initially recognized at cost, which comprises the initial amount of the lease liability adjusted for
any lease payments made at or prior to the commencement date of the lease plus any initial direct costs less
any lease incentives. They are subsequently measured at cost less accumulated depreciation and impairment
losses. ROU assets are depreciated from the commencement date on a straight-line basis over the shorter of
the lease term and useful life of the underlying asset. ROU assets are evaluated for recoverability whenever
events or changes in circumstances indicate that their carrying amounts may not be recoverable. For the
purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and
the value-in-use) is determined on an individual asset basis unless the asset does not generate cash flows that
are largely independent of those from other assets. In such cases, the recoverable amount is determined for
the Cash Generating Unit (CGU) to which the asset belongs.
The lease liability is initially measured at amortized cost at the present value of the future lease payments.
The lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable,
using the incremental borrowing rates of the Group. Lease liabilities are remeasured with a corresponding
adjustment to the related ROU asset if the Group changes its assessment of whether it will exercise an

34th Annual Report 2022 - 2023 181


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

extension or a termination option. Lease liability and ROU assets have been separately presented in the
Balance Sheet and lease payments have been classified as financing cash flows.
For Short Term Leases and leases for which underlying asset is of low value, Lease payments are recognize as
an expenses on a straight line basis over a lease term.
The Group as a lessor
Leases for which the Group is a lessor is classified as a finance or operating lease. Whenever the terms of the
lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classified as a
finance lease. All other leases are classified as operating leases.
For operating leases, rental income is recognized on a straight line basis over the term of the relevant lease

S. Borrowing Cost
Borrowings cost are interest and other costs (including exchange differences relating to foreign currency
borrowings to the extent they are regarded as an adjustment to interest costs) incurred in connection with
the borrowing of funds. Borrowing cost directly attributable to the acquisition or construction of qualifying /
eligible assets, intended for commercial production are capitalised as part of the cost of such assets. All other
borrowing costs are recognized as an expense in the year in which they are incurred

T. Operating Segments
Operating segments are defined as components of the Group: (a) that engages in business activities from
which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with
other components of the Group),(b) whose operating results are regularly reviewed by the Holding Company’s
designated individual chief operating decision maker to make decisions about resources to be allocated
to the segment and assess its performance, and (c) for which discrete financial information is available.
Management has chosen to organise the Group, around differences in business activities/ customer base/
products belonging to different industry, having different economic characteristics and not on the basis of
geographical areas, looking to the practical impediments. Accordingly the Group has identified the following
reportable segments, viz. Flexible packaging activities, Engineering activities and others (Unallocable). All
directly attributable revenue and expenses and expenses which can be allocated to segments, are reported
under each reportable segment. All other expenses which are not attributable or allocable to segments, are
shown under Other (Unallocable). Group has identified assets and liabilities to each reportable segment.

U. Standards (Including Amendments) Issued But Not Yet Affective


Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards
under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023, MCA
amended the Companies (Indian Accounting Standards) Amendment Rules, 2023, as below:
Ind AS 1 - Presentation of Financial Statements-
This amendment requires the entities to disclose their material accounting policies rather than their significant
accounting policies. The effective date for adoption of this amendment is annual periods beginning on or
after April 1, 2023. The Group has evaluated the amendment and the impact of the amendment is insignificant
in the consolidated financial statements.
Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors
This amendment has introduced a definition of ‘accounting estimates’ and included amendments to IndAS8
to help entities distinguish changes in accounting policies from changes in accounting estimates. The effective
date for adoption of this amendment is annual periods beginning on or after April 1, 2023. The Group has
evaluated the amendment and there is no impact on its consolidated financial statements.
Ind AS 12 – Income Taxes-This amendment has narrowed the scope of the initial recognition exemptions
so that it does not apply to transactions that give rise to equal and offsetting temporary differences. The
effective date for adoption of this amendment is annual periods beginning on or after April1, 2023. The Group
has evaluated the amendment and there is no impact on its consolidated financial statement.

182 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

2A Property, Plant & Equipment


(Rs.in lacs)
Freehold Building Plant & Electrical Office Furniture & Vehicles Aircraft Total
Land Equipment Installations Equipments Fixtures
GROSS CARRYING VALUE
As at 1st April 2021 10,669.59 1,49,726.21 5,92,526.66 23,615.50 10,044.55 9,879.66 6,003.91 781.38 8,03,247.46
Additions During the Year 2,268.64 42,177.27 1,11,036.80 12,846.40 2,085.85 475.33 1,791.29 - 1,72,681.58
Transfer to Investment Property - (5.30) - - - - - - (5.30)
Adjustments for Exchange (117.93) 169.04 5,198.85 411.32 74.61 (23.68) 11.27 24.56 5,748.04
Difference on translation
Deductions During the Year - - (4,482.63) (0.80) (1,856.81) (5.22) (545.61) - (6,891.07)
As at 31st March 2022 12,820.30 1,92,067.22 7,04,279.68 36,872.42 10,348.20 10,326.09 7,260.86 805.94 9,74,780.71
Additions During the Year 21,588.01 19,930.25 1,09,387.75 3,315.75 1,456.04 718.54 1,643.24 - 1,58,039.58
Transfer to Investment Property - - - - - - - - -
Adjustments for Exchange 1,302.02 10,588.77 33,368.85 1,464.78 327.45 197.86 235.34 68.14 47,553.21
Difference on translation
Deductions During the Year - (380.70) (11,513.69) (7.22) (108.16) (36.02) (675.78) - (12,721.57)
As at 31st March 2023 35,710.33 2,22,205.54 8,35,522.59 41,645.73 12,023.53 11,206.47 8,463.66 874.08 11,67,651.93
DEPRECIATION
As at 1st April 2021 - 31,540.76 2,78,328.04 9,398.02 7,664.69 6,689.20 3,201.42 156.27 3,36,978.40
Provided for the Year - 5,995.35 39,859.14 1,756.73 1,203.63 560.39 879.78 39.51 50,294.53
Transfer to Investment Property - (2.66) - - - - - - (2.66)
Adjustments for Exchange - 339.12 2,998.27 151.62 41.35 (4.46) 19.55 5.70 3,551.15
Difference on translation
Deductions During the Year - - (2,898.59) (0.15) (1,748.76) (2.91) (243.85) - (4,894.26)
As at 31st March 2022 - 37,872.57 3,18,286.86 11,306.22 7,160.91 7,242.22 3,856.90 201.48 3,85,927.16
Provided for the Year - 6,840.15 43,207.49 2,035.19 1,282.24 565.58 1,026.20 42.70 54,999.55
Transfer to Investment Property - - - - - - - - -
Adjustments for Exchange - 2,131.77 12,929.57 558.08 218.92 129.98 115.68 18.04 16,102.04
Difference on translation
Deductions During the Year - (333.67) (9,663.18) (6.36) (100.40) (33.01) (367.59) - (10,504.21)
As at 31st March 2023 - 46,510.82 3,64,760.74 13,893.13 8,561.67 7,904.77 4,631.19 262.22 4,46,524.54
NET CARRYING VALUE
As at 31st March 2022 12,820.30 1,54,194.65 3,85,992.82 25,566.20 3,187.29 3,083.87 3,403.96 604.46 5,88,853.55
As at 31st March 2023 35,710.33 1,75,694.72 4,70,761.85 27,752.60 3,461.86 3,301.70 3,832.47 611.86 7,21,127.39

2B Investment Property (Rs. in Lacs)


Freehold Land Leasehold Land Building Total
GROSS CARRYING VALUE
As at 1st April 2021 8.57 273.95 4,054.02 4,336.54
Additions During the Year - - - -
Transfer from Property, Plant & Equipment - - 5.30 5.30
Deductions During the Year - (1.89) - (1.89)
As at 31st March 2022 8.57 272.06 4,059.32 4,339.95
Additions During the Year - - 232.48 232.48
Transfer from Property, Plant & Equipment - - - -
Deductions During the Year - - - -
As at 31st March 2023 8.57 272.06 4,291.80 4,572.43
DEPRECIATION / AMORTISATION
As at 1st April 2021 - 17.69 3,096.98 3,114.67
Provided for the Year - 3.53 116.35 119.88
Transfer from Property, Plant & Equipment - - 2.66 2.66
Deductions During the Year - (0.15) - (0.15)
As at 31st March 2022 - 21.07 3,215.99 3,237.06
Provided for the Year - 3.51 116.52 120.03
Transfer from Property, Plant & Equipment - - - -
Deductions During the Year - - - -
As at 31st March 2023 - 24.58 3,332.51 3,357.09
NET CARRYING VALUE
As at 31st March 2022 8.57 250.99 843.33 1,102.89
As at 31st March 2023 8.57 247.48 959.29 1,215.34
Note: Fair value of the Investment Properties is Rs 15,290.88 Lacs (Previous Year Rs.12,589.67 Lacs), as valued by Independent architect and
approved valuer.

34th Annual Report 2022 - 2023 183


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

2C Intangible Assets (Rs.in lacs)


Software Patent Technical Know How Total
Internally Other Than
Generated Internally
Generated
GROSS CARRYING VALUE
As at 1st April 2021 3,543.00 639.56 5,222.49 2,866.90 12,271.95
Additions During the Year 323.14 - - - 323.14
Adjustments for Exchange Difference on translation (3.32) - 75.22 - 71.90
Deductions During the Year (0.51) - (2,468.43) - (2,468.94)
As at 31st March 2022 3,862.31 639.56 2,829.28 2,866.90 10,198.05
Additions During the Year 128.54 - - 195.00 323.54
Adjustments for Exchange Difference on translation 70.45 - - - 70.45
Deductions During the Year (253.23) - - - (253.23)
As at 31st March 2023 3,808.07 639.56 2,829.28 3,061.90 10,338.81
DEPRECIATION / AMORTISATION
As at 1st April 2021 2,447.91 639.53 3,941.95 1,920.74 8,950.13
Provided for the Year 342.84 0.03 780.82 350.90 1,474.59
Adjustments for Exchange Difference on translation (2.02) - 24.70 - 22.68
Deductions During the Year (0.49) - (2,420.24) - (2,420.73)
As at 31st March 2022 2,788.24 639.56 2,327.23 2,271.64 8,026.67
Provided for the Year 343.14 - 301.74 413.68 1,058.56
Adjustments for Exchange Difference on translation 59.57 - - - 59.57
Deductions During the Year (252.78) - - - (252.78)
As at 31st March 2023 2,938.17 639.56 2,628.97 2,685.32 8,892.02
NET CARRYING VALUE
As at 31st March 2022 1,074.07 - 502.05 595.26 2,171.38
As at 31st March 2023 869.90 - 200.31 376.58 1,446.79

2d Right of Use Assets (Rs.in Lacs)


Leasehold Leasehold Rental Plant & Vehicles Total
Land Land Properties equipment
Premium
GROSS CARRYING VALUE
As at 1st April 2021 28,632.84 3,622.41 2,120.28 810.85 931.80 36,118.18
Additions During the Year 1,579.28 627.39 360.55 16,245.47 77.73 18,890.42
Adjustments for Exchange Difference on 153.20 25.04 (8.59) - - 169.65
translation
Deductions During the Year - - (630.31) - (58.06) (688.37)
As at 31st March 2022 30,365.32 4,274.84 1,841.93 17,056.32 951.47 54,489.88
Additions During the Year 2,845.79 644.66 371.44 6,558.96 283.50 10,704.35
Adjustments for Exchange Difference on 599.75 122.80 40.81 (2,203.79) - (1,440.43)
translation
Deductions During the Year - (74.14) (498.96) (123.49) (98.19) (794.78)
As at 31st March 2023 33,810.86 4,968.16 1,755.22 21,288.00 1,136.78 62,959.02
DEPRECIATION / AMORTISATION
As at 1st April 2021 1,730.61 373.19 917.70 242.11 452.96 3,716.57
Provided for the Year 420.69 164.62 446.68 559.37 231.66 1,823.02
Adjustments for Exchange Difference on 27.52 12.96 (0.93) 7.31 - 46.86
translation
Deductions During the Year - - (630.31) - (57.45) (687.76)
As at 31st March 2022 2,178.82 550.77 733.14 808.79 627.17 4,898.69
Provided for the Year 454.82 213.56 466.53 2,412.07 177.77 3,724.75
Adjustments for Exchange Difference on 90.93 43.35 23.68 (207.85) - (49.89)
translation
Deductions During the Year - - (297.78) (123.49) (54.18) (475.45)
As at 31st March 2023 2,724.57 807.68 925.57 2,889.52 750.76 8,098.10
NET CARRYING VALUE
As at 31st March 2022 28,186.50 3,724.07 1,108.79 16,247.53 324.30 49,591.19
As at 31st March 2023 31,086.29 4,160.48 829.65 18,398.48 386.02 54,860.92

184 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

Breakup of Depreciation and Amortisation charge for the Year:


(Rs. in lacs)
For the Year For the Year
Ended 31.03.2023 Ended 31.03.2022
Depreciation and Amortisation on:
Property, Plant & Equipment 54,999.55 50,294.53
Investment Property 120.03 119.88
Intangible Assets 1,058.56 1,474.59
Right of use assets 3,724.75 1,823.02
Total # 59,902.89 53,712.02

3: Investments
Particulars Description Face As At 31.03.2023 As At 31.03.2022
Value Number Amount Number Amount
(Rs.in Lacs) (Rs.in Lacs)
I Measured at Cost / Carrying Value (Less
Impairment, if any)
Equity Instruments in the Associate (Flex
Foods Limited)
Quoted
Fully Paid Up
Carrying Value of Investment 443.73 443.73
Add: Share in Post acquisition Profits / OCI 5,859.98 6,359.74
6,303.71 6,803.47
Less: Dividend received upto the year end (1,482.19) (1,423.49)
Carrying Amount of Investment Equity Rs.10/- 58,70,000 4,821.52 58,70,000 5,379.98
Total -3(I) 4,821.52 5,379.98
II Measured at Cost / Carrying Value (Less
Impairment, if any)
Equity Instruments in Joint Venture
(Digicyl Pte. Ltd, Singapore)
Unquoted
Fully Paid Up
Carrying Value of Investment 337.50 337.50
Add: Share in Post acquisition (Loss) / OCI (337.50) (337.50)
Carrying Amount of Investment @ Equity US$1 5,00,000 - 5,00,000 -
Total -3(II) - -
III Designated and carried at Fair value
through Other Comprehensive Income
Equity Instruments
i) Quoted
Fully Paid Up
Ansal Properties & Infrastructure Ltd. Equity Rs.5/- 5,89,910 66.37 5,89,910 78.75
Kothari Products Ltd. Equity Rs.10/- 3,42,900 391.25 3,42,900 438.40
B.A.G.Films Ltd. Equity Rs.2/- 49,300 1.82 49,300 2.74
Reliance Infrastructure Ltd. Equity Rs.10/- 60,000 86.55 60,000 67.38
Bilcare Ltd. Equity Rs.10/- 1,100 0.48 - -
ii) Unquoted
Fully Paid Up
Vijaya Home Loans Ltd. Equity Rs.10/- 50,000 - 50,000 -
Total -3(III) 546.47 587.27

34th Annual Report 2022 - 2023 185


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

Particulars Description Face As At 31.03.2023 As At 31.03.2022


Value Number Amount Number Amount
(Rs.in Lacs) (Rs.in Lacs)
IV Designated & Carried at Amortised Cost (Less
Impairment, if any)
Preference Shares
Unquoted
Fully Paid Up
Montage Enterprises Private Limited $ Preference Rs.100/- 1,37,25,000 13,725.00 1,52,50,000 15,250.00
7.5% Cumulative, Non-Participative Redeemable
Preference Shares
Total -3(IV) 13,725.00 15,250.00
TOTAL 3 (I+II+III+IV) 19,092.99 21,217.25

(Rs. in lacs)
As at As at
31.03.2023 31.03.2022
Notes:
i) Aggregate amount of Quoted Investments 7,209.01 7,767.07
ii) Aggregate Market Value of Quoted 5,028.21 5,729.39
Investments
iii) Aggregate amount of unquoted Investments 13,730.00 15,255.00
iv) Aggregate amount of impairment in value of
Investments
- Quoted 1,841.01 1,799.83
- Unquoted 5.00 5.00
1,846.01 1,804.83
v) Investment Carried at Cost 4,821.52 5,379.98
vi) Investment Carried at Fair Value through 546.47 587.27
Other Comprehensive Income
vii) Investment Carried at Amortised Cost 13,725.00 15,250.00
$ These Preference Shares are redeemable at par in ten equal annual instalments commencing from 3rd October 2022 in respect
of 1,25,05,000 Preference Shares amounting to Rs. 12,505 Lacs allotted on 3rd October 2019 and from 30th March 2023 in respect of
27,45,000 Preference Shares amounting to Rs. 2,745 Lacs allotted on 30th March 2020.
@ Share in Post Acquisition Loss of Rs. 2,027.64 Lacs (Previous Year Rs.1,781.64 Lacs) which is in excess of the amount of Capital Contribution
is included in "Others Payable"- in Note No.21 on "Other Financial Liabilities".

(Rs. in lacs)
As At As At
31.03.2023 31.03.2022
4: Loans
(Unsecured, Considered Good)
Loans to :
- Employees 66.56 49.81
- Loan to a Joint Venture 61.67 -
- Others 5,035.22 5,600.82
5,163.45 5,650.63
Less: Current Portion 31.96 5,131.49 27.16 5,623.47
TOTAL : 5,131.49 5,623.47
Additional Information on Loan to a Joint Venture:
Name of the Company Rate of Rate of
Interest Interest
Digicyl Pte. Ltd.(Singapore) -Joint Venture 6.5% 61.67 - -

186 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

As At As At
31.03.2023 31.03.2022
5: Other Non-Current Financial Assets
Security Deposits 4,373.39 4,199.18
Balance with bank in Fixed deposit Accounts for a 1,392.62 4,263.42
period more than 12 months *
TOTAL : 5,766.01 8,462.60
* Pledged with Banks as margin for Letters of Credits, Guarantees and Bills Discounted.

6: Other Non-Current Assets


Capital Advances 26,470.25 28,906.97
Deposit with Excise/ GST / Sales Tax Authorities 647.50 599.96
Deposits / Advances with Income Tax Authorities 1,612.89 1,678.68
Other Receivable 2,897.56 128.43
TOTAL : 31,628.20 31,314.04

7: Inventories
Raw Materials 1,09,328.71 82,429.94
Work-in-Progress 47,421.70 32,578.57
Finished Goods 46,212.71 41,949.08
Traded Goods 199.08 247.66
Material-in-Transit :
- Raw Materials 10,672.20 8,000.65
- Raw Materials (Intra Group) 2,835.99 2,666.87
- Finished Goods (Intra Group) 6,414.34 8,941.45
Stores, Packing Material & Fuel 8,000.29 6,325.83
TOTAL : 2,31,085.02 1,83,140.05

8: Trade Receivables ^
Current- Unsecured
Considered Good 3,23,212.72 3,51,074.30
Having Significant increase in Credit Risk 11,012.89 13,096.54
Trade Receivables # 3,34,225.61 3,64,170.84
Less : Allowance for bad and doubtful Trade 11,012.89 13,096.54
Receivables
TOTAL : 3,23,212.72 3,51,074.30

# Includes due from :


- Related Parties 2,327.15 5,443.76
Movements in allowance for bad and doubtful
Trade Receivables:
Opening Balance 13,096.54 9,956.58
(+) Provision made during the year 1,054.47 4,385.85
(+)/(-)Adjustment for Exchange Difference on 388.66 55.62
Translation
(-) Amount utilised from provision (3,526.78) (1,301.51)
Closing Balance 11,012.89 13,096.54
^ Refer Note No 45 for Ageing Schedule

34th Annual Report 2022 - 2023 187


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

As At As At
31.03.2023 31.03.2022
9: Cash & Bank Balances
A) Cash & Cash Equivalents
i) Cash on hand 64.97 65.72
ii) Balances with Banks:
- In Current Accounts 40,426.56 33,402.11
- In Cash Credits Accounts 8,825.29 4,589.13
- In Fixed Deposit Accounts 50,668.67 99,985.49 15,681.15 53,738.11
iii) Remittance in Transit 838.81 133.39
iv) Cheques on hand 12.66 107.19
Sub-Total (A) 1,00,836.96 53,978.69
B) Other Bank Balances
- In Fixed Deposits Accounts* 3,843.16 1,745.80
- In Unclaimed Dividend Accounts 101.26 111.47
- In Margin Money Accounts 4,355.64 2,991.47
Sub-Total (B) 8,300.06 4,848.74
TOTAL (A+B): 1,09,137.02 58,827.43
*Pledged with Banks as margin for Letters of Credits, Guarantees and Bills Discounted.

10: Loans
(Unsecured, Considered Good)
Loan to a Joint Venture - 56.86
Loans to Other Body Corporates - 402.39
Loans to Associate - 1,500.00
TOTAL : - 1,959.25
Additional Information on Loan to a Joint Venture:
Name of the Company Rate of Rate of
Interest Interest
Digicyl Pte. Ltd.(Singapore) -Joint Venture - - 6.5% 56.86
Flex Foods Ltd.-Associate - - 10% 1,500.00

The above loans are for a fixed period as specified in respective loan agreement with an option to prepay by the borrower.

11: Other Financial Assets


Current Portion of Long Terms Loans given 31.96 27.16
Interest accrued on :
- 7.5% Cumulative Redeemable Preference Shares 1,376.58 282.02
- Loan to Others 13.42 26.86
- Loan to a Joint Venture 17.71 12.64
- Loan to Related Party - 42.78
- Deposits with Banks 203.15 243.49
Interest Rate Swaps 10,745.77 3,732.69
Other Receivables 651.84 657.23
TOTAL : 13,040.43 5,024.87

12: Other Current Assets


Other Advances 9,030.60 8,250.17
Advance given to Suppliers 45,040.16 37,836.16
Export Incentive Receivable 945.20 1,394.18
Current Advance Tax 9,221.04 4,369.97
Advances recoverable from Related Parties 905.69 76.80
Balances with Excise / GST/ VAT Authorities 15,298.94 16,759.43
TOTAL : 80,441.63 68,686.71

188 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

13: Share Capital


A AUTHORISED
The Holding Company authorised Capital is of Rs. 34,000.00 Lacs (Previous Year Same) distributed into 1,90,00,000
(Previous Year Same) Preference Shares of Rs.100/- each and 15,00,00,000 (Previous Year Same) Equity Shares of Rs. 10/-
Each.
B ISSUED, SUBSCRIBED & PAID-UP
The Issued and Subscribed Capital of the Holding Company as at 31st March 2023 is of Rs. 7,228.42 Lacs, represented by
7,22,84,187 Equity Shares (Including 72,701 Equity Shares forfeited) of Rs. 10/- each and the paid-up Capital as at 31st
March 2023 is of Rs.7,221.15 Lacs, represented by 7,22,11,486 Equity Shares of Rs. 10/- each . The reconciliation of the
Equity Share Capital of the Holding Company is given as under:

Issued & Subscribed Fully Paid-Up Partly Paid-Up


Number Amount Number Amount Number Amount
(Rs. In Lacs) (Rs. In Lacs) (Rs. In Lacs)
Balance as at 1st April 2021 7,22,84,187 7,228.42 7,22,11,486 7,221.15 - -
Balance as at 31st March 2022 7,22,84,187 7,228.42 7,22,11,486 7,221.15 - -
Balance as at 31st March 2023 7,22,84,187 7,228.42 7,22,11,486 7,221.15 - -

Amount Originally paid up on the forfeited shares was of Rs. 3.89 Lacs (Previous Year Same).

The Holding Company's Paid-up Capital of 7,22,11,486 (previous Year Same) Equity Shares of Rs. 10/- each, is distributed as under:
% Change As At As At
During the 31st March 2023 31st March 2022
Year Number % Number %
a) Promoter & Promoter Group - 3,21,90,949 44.58 3,17,84,239 44.02
Flex International Pvt. Ltd. 0.56 96,04,287 13.30 91,97,577 12.74
Anshika Investments Pvt. Ltd. - 57,71,092 7.99 57,71,092 7.99
A.R. Leasing Pvt. Ltd. - 49,94,891 6.92 49,94,891 6.92
Anshika Consultants Pvt. Ltd. - 37,78,524 5.23 37,78,524 5.23
Apoorva Extrusion Pvt. Ltd. - 43,23,162 5.99 43,23,162 5.99
Anant Overseas Pvt. Ltd. - 10,00,000 1.38 10,00,000 1.38
Ashok Kumar Chaturvedi (Karta) - 16,94,051 2.35 16,94,051 2.35
Ashok Chaturvedi - 5,02,533 0.70 5,02,533 0.70
A.L.Consultants Pvt. Ltd. - 3,55,486 0.49 3,55,486 0.49
Rashmi Chaturvedi - 1,25,145 0.17 1,25,145 0.17
Magic Consultants Pvt Ltd. - 41,778 0.06 41,778 0.06
b) Public Shareholding * - 4,00,20,537 55.42 4,04,27,247 55.98
i) Institution - 57,11,135 7.91 50,44,507 6.98
ii) Non- Institution - 3,43,09,402 47.51 3,53,82,740 49.00
* Of which Shareholder holding More than 5 % of the Paid-up Capital
Kebale Trading Ltd. 54,65,840 7.57 54,65,840 7.57
Vistra ITCL (India) Ltd. 89,54,089 12.40 90,75,980 12.57

C RESTRICTION ON VOTING RIGHTS


The Holding Company has only one class of issued equity share capital as on the date of the balance sheet and each holder of
equity share is entitled for one vote per share and right to receive the dividend, if any, declared on the equity shares.
D DIVIDEND
The Board of Directors of the Holding Company has recommended a final dividend of Rs.3.00 (Previous Year Rs.3.00) per share
aggregating to Rs.2,166.34 lacs (Previous Year Rs. 2,166.34 Lacs) for the financial year ended 31st March 2023 subject to the
approval of the Shareholders in their ensuing Annual General Meeting.

34th Annual Report 2022 - 2023 189


14: Other Equity
(Rs. in lacs)
Particulars Reserve and Surplus Other Comprehensive Income Non Total
Capital Securities General Legal Retained Equity Exchange Exchange Remeasure- Share in Non Non Controlling

190
Reserve Premium Reserve Reserve Earnings Instrument differences differences ment of aggregate Controlling Controlling Interest
through Other on translating on devalua- Defined Other Interest Interest
Comprehensive financial tion of Benefit Comprehen- -Equity -Other
Income statements Currency Plans sive Income of Instrument Equity
of foreign associate
operations
Balance as at 01st April 2021 10,377.76 57,110.63 22,716.31 5,500.81 4,20,781.88 (2,425.33) 44,631.82 (9,525.32) (1,503.11) (36.19) 1.92 809.87 811.79 5,48,441.05
Total Other Comprehensive Income 609.73 5,628.23 - (455.82) 2.91 - - - 5,785.05
for the Year (Net of Tax)
Dividend Paid Including Dividend (1,805.29) (1,805.29)
Distribution Tax
Profit for the Year 1,09,825.73 116.50 116.50 1,09,942.23
Amount transferred to Retained (10.77) 10.77 -
Earning on Sale of Investment
recognized through Other
Comprehensive Income (Net of Tax)
Amount transferred to General (3,386.23) (3,386.23)
Reserve & Legal Reserve
Amount Transferred from Statement 830.63 2,555.60 3,386.23
of Profit & Loss
Balance as at 31st March 2022 10,377.76 57,110.63 23,546.94 8,056.41 5,25,405.32 (1,804.83) 50,260.05 (9,525.32) (1,958.93) (33.28) 1.92 926.37 928.29 6,62,363.04
Total Other Comprehensive Income (41.18) 35,165.68 - (67.04) (0.08) - - - 35,057.38
for the Year (Net of Tax)
Dividend Paid (2,166.34) (2,166.34)
Profit for the Year 48,068.35 7.64 7.64 48,075.99
Amount transferred to General (1,596.33) (1,596.33)
Reserve & Legal Reserve
Amount Transferred from Statement 69.51 1,526.82 1,596.33
of Profit & Loss
Balance as at 31st March 2023 10,377.76 57,110.63 23,616.45 9,583.23 5,69,711.00 (1,846.01) 85,425.73 (9,525.32) (2,025.97) (33.36) 1.92 934.01 935.93 7,43,330.07

Description of Reserves
1 Capital Reserve
This includes Rs. 10,288.18 Lacs towards amount of warrant application money forfeited by the Holding Company in the past on non exercise of option by the warrant holders to convert the warrants into Equity Shares and Rs. 89.58 Lacs towards amount
received by Holding Company on Equity Shares Forfeited in the past.
2 Securities Premium
Securities Premium was created by the Holding Company consequent to issuance of shares at Premium. These reserves can be utilized in accordance with the provisions of Section 52 of the Companies Act, 2013.
3 General Reserve
General Reserve amount is net of Rs.143.27 lacs in respect of Goodwill written off in the past on the acquisition of the Associate Company and includes :
a. Rs. 20,164.05 Lacs created by the Holding Company in accordance with erstwhile Companies Act, 1956 & Rules thereunder by transferring the Surplus in the Statement of Profit & Loss to the General Reserve, as per the limits laid down thereunder on
distribution of Profits to Shareholders, as dividend. This is a part of free reserve and can be used for the purpose of distribution to Shareholders.
b. Rs. 3,595.67 Lacs created in respect of Flex Americas SA de CV its wholly owned subsidiary in terms of the legal requirement for the compulsory transfer 5% of the annual available surplus in the Statement of Profit & Loss to the General Reserve.
4 Legal Reserve
Legal Reserve represents :
a. Rs. 3,595.67 Lacs created in respect of Flex Americas SA de CV its wholly owned subsidiary in terms of the legal requirement for the compulsory transfer 5% of the annual available surplus in the Statement of Profit & Loss to the Legal Reserve. The
Statutory Reserve cannot be distributed except in cases stated in the Law. The Company may resolve to discontinue such annual transfer when the accumulated balance becomes 20% of its issued share capital.

CIN: L74899DL1988PLC032166
UFLEX Limited
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

b. Rs. 5,987.56 Lacs created in respect of Flex P Films (Egypt) S.A.E. its wholly owned subsidiary in terms of the legal requirement for the compulsory transfer of the 5% of the annual available surplus in the Statement of Profit & Loss to the Legal Reserve.
The Statutory Reserve cannot be distributed except in cases stated in the Law. The Company may resolve to discontinue such annual transfer when the accumulated balance becomes 50% of its issued share capital.
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(Rs. in lacs)
As At As At
31st March 2023 31st March 2022
15: Non-Current Borrowings
A. Secured
Term Loans :
From Banks 4,03,415.87 3,42,837.29
From a Financial Institution 6,864.24 8,859.10
From Others 13,771.81 -
4,24,051.92 3,51,696.39
B. Vehicle Loans :
From Banks 120.91 188.68
From Others 1,022.40 560.37
1,143.31 749.05
C. Unsecured
From a Financial Institution ~ 2,989.65 4,235.75
2,989.65 4,235.75
Sub- Total (A+B+C) 4,28,184.88 3,56,681.19
Less: Current portion 81,848.98 49,496.87
TOTAL : 3,46,335.90 3,07,184.32

The Company is availing the Secured Term Loan Facilities from banks & others. Their repayment terms and other details are given as under:
(Rs. in Lacs, except where otherwise stated)
Name of the Institution / Note Sanctioned O/s As At Current Long Term Repayment Terms
Banks / Others No Amount 31/03/2023 Portion
PART A: TERM LOANS
IFCI Limited a (i) 15,000.00 6,873.00 2,000.00 4,873.00 Repayable in 32 Quarterly Installments commencing
8,873.00 2,000.00 6,873.00 from June 2018, first four installments of Rs. 250.00
Lacs each and balance 28 installments of Rs. 500.00
Lacs each.
UCO Bank a (i) 20,000.00 7,642.00 3,512.39 4,129.61 Repayable in 24 Equal Quarterly Installments of Rs.
833.33 lacs each commencing from February 2019. Post
Covid Relaxation, repayment schedule has been revised
11,153.03 3,512.39 7,640.64 effective Nov 20 and balance amount is payable in 18
Equal Quarterly installments of Rs. 878.10 lacs each and
final installment of Rs. 669.00 Lacs
Jammu & Kashmir Bank Ltd. a (i) 14,930.00 10,327.70 8,360.50 Repayable in 32 Equal Quarterly Installments of Rs.
1,967.20 466.56 lacs each commencing from February 2020. Post
12,294.27 1,967.20 10,327.07 Covid Relaxation, repayment schedule has been revised
effective Nov 20 and balance amount is payable in 30
Equal Quarterly installments of Rs. 491.80 lacs each &
Last installment of Rs. 491.70 Lacs.
State Bank of India a (i) 25,000.00 - - - Repayable in 60 Equal Monthly Installments of Rs.
2,143.26 2,143.26 - 416.67 Lacs each commencing from Oct 2017. However
installments are restricted to the extent of loan availed
State Bank of India a (i) 15,000.00 1,100.45 1,100.45 - Repayable in 82 installments, First installment is of Rs
3,254.01 2,144.00 1,110.01 535.71 lacs in Mar 2019 and rest in 81 Equal Monthly
Installments of Rs 178.67 lacs each from Apr 2019.
However installments are restricted to the extent of
loan availed.
South Indian Bank a (i) 5,000.00 1,884.76 754.79 1,129.97 Repayable in 28 Quarterly Installments commencing
from June 2018. First 27 Equal Quarterly Installments of
Rs 178.60 Lacs and last installment of Rs. 177.80 Lacs.
2,640.97 754.79 1,886.18 Post Covid Relaxation, repayment schedule has been
revised effective Sept 20 and balance amount is payable
in 20 Equal Quarterly installments of Rs. 188.70 lacs
each and last installment of Rs. 187.90 Lacs.

34th Annual Report 2022 - 2023 191


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(Rs. in Lacs, except where otherwise stated)


Name of the Institution / Note Sanctioned O/s As At Current Long Term Repayment Terms
Banks / Others No Amount 31/03/2023 Portion
Punjab National Bank a (i) 5,000.00 2,539.53 714.29 1,825.24 Repayable in 28 Equal Quarterly Installments of Rs.
(erstwhile Oriental Bank of 3,256.28 714.29 2,541.99 178.57 Lacs each commencing from Apr 2019.
Commerce)
Woori Bank a (i) 6,000.00 2,000.00 2,000.00 - Repayable in 12 Equal Quarterly Installments of Rs. 500
4,000.00 2,000.00 2,000.00 Lacs each commencing from April 2021.
Indian Bank a (i) 10,000.00 7,920.63 875.00 7,045.63 Repayable in 34 Quarterly Installments (First 10
Installments of Rs. 125 Lacs each, next 4 installments of
8,420.63 500.00 7,920.63
Rs. 250 Lacs each, next 12 installments of Rs. 375 lacs
each, next 4 installments of Rs. 437.50 lacs each and last
4 installments of Rs. 375 Lacs each) commencing from
March 2021.
Bank of Maharashtra a (i) 2,500.00 1,794.89 400.00 1,394.89 Repayable in 26 Quarterly Installments ( first 9
2,012.08 240.00 1,772.08 installments of Rs. 60 lacs Each, next 8 installments of
Rs. 100 Lacs, next 8 installments of Rs. 125 Lacs each
and final instalment of Rs. 160 Lacs) each commencing
from March 2021.
Qatar National Bank a (i) 4,000.00 3,000.00 1,000.00 2,000.00 Repayable in 16 Equal Quarterly Installments of Rs. 250
Lacs each commencing from June 2022.
4,000.00 1,000.00 3,000.00
KB Kookmin Bank a (i) 7,000.00 4,375.00 3,500.00 875.00 Repayable in 8 Equal Quarterly Installments Rs. 875
7,000.00 2,737.94 4,262.06 Lacs commencing commencing from Aug 2022 .
Punjab & Sindh Bank a (i) 10,000.00 6,691.88 875.00 5,816.88 Repayable in 34 Quarterly Installments ( first 6
7,092.75 500.00 6,592.75 installments of Rs. 125 lacs each, next 4 installments
of Rs. 250 Lacs each, next 4 installments of Rs. 312.50
Lacs each, next 16 installments of Rs. 375 Lacs each
and balance in 4 installments of Rs. 250 lacs each )
commencing from February 2022.
Indian Overseas Bank a (i) 10,000.00 2,430.05 875.00 1,555.05 Repayable in 34 Quarterly Installments ( first 6
288.80 288.80 - installments of Rs. 125 lacs each, next 4 installments of
Rs. 250 Lacs each, next 8 installments of Rs. 313 Lacs
each, next 15 installments of Rs. 375 Lacs each and
balance in 1 installment of Rs. 121 lacs) commencing
from March 2022.
Punjab National Bank a (i) 29,000.00 22,104.99 2,900.00 19,204.99 Repayable in 28 Quarterly Installments ( first 12
14,468.39 - 14,468.39 installments of Rs. 725 lacs each, next 8 installments
of Rs. 1087.50 Lacs each and next 8 installments of Rs.
1450 Lacs each) commencing from June 2023.
Bank of Behrain & Kuwait a (i) 5,000.00 4,979.24 1,250.00 3,729.24 Repayable in 17 Quarterly Installments ( first
5,000.00 20.76 4,979.24 installments of Rs. 20.76 lacs each, next 15 installments
of Rs. 312.50 Lacs each and balance in 1 installments of
Rs. 291.74 lacs) commencing from March 2023.
Oldenburgische Landes a(ii) Euro 7.50 6,720.75 1,680.19 5,040.56 8 Semi annual installments of Euro 0.94 Mn. (Equivalent
Bank-Commercial Loan Million 3,174.75 - 3,174.75 to Rs.840.09 Lacs) from Sep 2023.
Oldenburgische Landes a(ii) Euro 28.50 25,064.59 2,506.46 22,558.13 20 Semi annual installments of Euro 1.42 Mn (Equivalent
Bank-Bopet Film Million 15,763.18 - 15,763.18 to Rs. 1253.23 Lacs) from Sep 2023.
Oldenburgische Landes a(ii) Euro 8.30 7,053.18 742.44 6,310.74 20 Semi annual installments of Euro 0.42 Mn (Equivalent
Bank-CPP Film Million 6,362.07 - 6,362.07 to Rs 371.22 Lacs) from Mar 2023.
Punjab National Bank a (i) 260.00 - - - Repayable in 18 Equal Monthly Installments of Rs. 14.44
30.20 30.20 - Lacs each commencing from December 2020.
Punjab National Bank a (i) 190.00 - - - Repayable in 18 Equal Monthly Installments of Rs. 10.56
(erstwhile Oriental Bank of 10.98 10.98 - Lacs each commencing from January 2021.
Commerce)
State Bank of India a (i) 598.91 - - - Repayable in 18 Equal Monthly Installments of Rs. 33.33
31.27 31.27 - Lacs each commencing from November 2020.
Union Bank of India a (i) 270.00 - - - Repayable in 18 Equal Monthly Installments of Rs. 15.00
45.00 45.00 - Lacs each commencing from January 2021.

192 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(Rs. in Lacs, except where otherwise stated)


Name of the Institution / Note Sanctioned O/s As At Current Long Term Repayment Terms
Banks / Others No Amount 31/03/2023 Portion
RBL Bank a(iii) 5,000.00 3,586.66 683.17 2,903.49 Repayable in 22 Equal Quarterly Installments of Rs.
- - - 170.79 Lacs each commencing from February 2023.
However installments are restricted to the extent of
loan availed.
Indian Bank a(iii) 10,000.00 9,319.25 500.00 8,819.25 Repayable in 34 Quarterly Installments (First 10
- - - Installments of Rs. 125 Lacs each, next 4 installments of
Rs. 250 Lacs each, next 12 installments of Rs. 375 lacs
each, next 4 installments of Rs. 437.50 lacs each and last
4 installments of Rs. 375 Lacs each) commencing from
March 2023. However installments are restricted to the
extent of loan availed.
Karnataka Bank a(iii) 5,000.00 4,089.88 1,820.00 2,269.88 Repayable in 11 Quaterly Installments (First 10 of Rs.
- - - 455 Lacs each commencing from October 2022 and last
of Rs. 450 Lacs)
South Indian Bank a(iii) 2,000.00 1,657.14 685.71 971.43 Repayable in 35 Equal Monthly Installments of Rs. 57.14
- - - Lacs each commencing from October 2022.
Bajaj Finance Ltd a(iii) 4,500.00 4,500.00 663.65 3,836.35 Repayable in 66 Equal Monthly Installments of Rs. 86.38
- - - Lacs commencing from April 2023 including interest
amount.
Canara Bank a(iii) 10,000.00 8,333.33 6,666.67 1,666.66 Repayable in 6 Equal Quaterly Installments of Rs
- - - 1666.67 Lacs commencing from February 2023.
Bank of Maharashtra a(iii) 12,500.00 3,990.18 1,923.08 2,067.10 Repayable in 26 Equal Quaterly Installments of Rs
- - - 480.77 Lacs commencing from June 2023. However
installments are restricted to the extent of loan availed.
Mahindra & Mahindra a(iii) 5,000.00 3,903.66 657.93 3,245.73 Repayable in 60 Equal Monthly Installments of Rs.
Financial Services Ltd - - - 85.63 Lacs commencing from February 2023 including
interest amount.
Indian Overseas Bank a(iii) 5,000.00 5,000.00 1,000.00 4,000.00 Repayable in 20 Quaterly Installments Rs 250 Lach each
- - - commencing from April 2023.
State Bank of India a(iii) 10,000.00 2,280.15 1,428.00 852.15 Repayable in 28 Quaterly Installments(first 27
- - - installments of Rs 357 Lacs each and last being of
Rs 361 Lacs) commencing from June 2023. However
installments are restricted to the extent of loan availed.
State Bank of India a(iii) 44,420.00 4,921.29 - 4,921.29 Repayable in 30 Quarterly Installments commencing
- - - from September 2024. However installments are
restricted to the extent of loan availed.
Tata Capital Financial a(iii) 2,500.00 2,458.33 541.67 1,916.66 Repayable in 36 Monthly Installments (first 12
Services Ltd - - - installments of Rs 41.67 Lacs and next 24 installments
of 83.33 Lacs)commencing from March 2023.
OXYZO Financial Services a(iii) 3,000.00 3,000.00 748.30 2,251.70 Repayable in 42 equal monthly Installments of Rs 85.66
Pvt Ltd - - - Lacs commencing from April 2023 including interest
amount.
QNB Alahi Bank - Egypt c Euro 40 26,756.62 5,096.50 21,660.12 Repayable in 28 equal quarterly installments of Euro
Location Million 29,977.73 4,796.44 25,181.29 1.43 Million each commencing from September 2021.
QNB Alahi Bank - Egypt c US $ 15 8,078.00 1,538.67 6,539.33 Repayable in 28 equal quarterly installments of US$
Location Million 8,866.94 1,418.71 7,448.23 0.54 Million each commencing from September 2021.
BBVA Bancomer SA, Mexico d US $ 75 20,555.00 - 20,555.00 Repayable in 19 step up quarterly installments
Location Million - - - commencing from June 2025
BBVA Bancomer SA, Mexico d US $ 15 - - - Repayable in 30 equal quarterly installments of US$0.50
Location Million 6,064.80 1,516.20 4,548.60 Million each commencing from Nov 2018.
PKO Bank Loan- Poland e Euro 60 51,632.87 4,465.53 47,167.34 Repayable in 18 half yearly installments commencing
Location Million 50,437.32 1,523.83 48,913.49 on June 2022 and ending on December 2030.
CBD- Dubai Location f (i) US$ 30 13,977.40 3,288.80 10,688.60 Repayable in 30 equal quarterly installments of US $
Million 15,920.10 3,032.40 12,887.70 1.00 Million each commencing from February 2020.

34th Annual Report 2022 - 2023 193


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(Rs. in Lacs, except where otherwise stated)


Name of the Institution / Note Sanctioned O/s As At Current Long Term Repayment Terms
Banks / Others No Amount 31/03/2023 Portion
CBD- Dubai Location f(ii) US$ 7 Million 3,105.51 1,151.08 1,954.43 Repayable in 20 equal quarterly installments of US $
3,924.74 1,061.34 2,863.40 0.35 Million each commencing from Dec 2021.
CBD- Dubai Location f(iii) US$ 3.12 2,503.48 192.58 2,310.90 Repayable in 24 quarterly installments (First 16
Million installments US $ 0.08 Million, next 4 installments of US
- - - $ 0.20 Million and last 4 installments of US $ 0.27 million
) commencing from March 2023.
CBD- Dubai Location f(iii) US$ 10 7,125.74 822.20 6,303.54 Repayable in 30 equal quarterly installments of US $
Million 7,581.00 1,010.80 6,570.20 0.33 Million each commencing from June 2022.
Oldenburgische Landes f(iv) Euro 8.47 7,610.13 732.40 6,877.73 Repayable in 20 equal semi annual installments of Euro
Bank Aktiengesellschaft- Million 6,753.02 675.30 6,077.72 0.42 Million each commencing from March 2023.
Dubai Location
Oldenburgische Landes g(i) Euro 22.89 15,332.54 2,044.34 13,288.20 Repayable in 20 equal half yearly installments of Euro
Bank Aktiengesellschaft- Million 1.14 Million each commencing from March 21.
16,405.30 1,930.04 14,475.26
Nigeria Location
Oldenburgische Landes g(ii) Euro 8.50 3,257.46 2,171.64 1,085.82 Repayable in 7 equal half yearly installments of Euro
Bank Aktiengesellschaft- Million 1.21 Million each commencing from September 21.
5,125.54 2,050.22 3,075.32
Nigeria Location
First Bank of Nigeria- g(ii) N 9 Billion 10,948.86 3,045.76 7,903.10 Repayable in 20 quarterly installments Commencing
Nigeria Location 12,446.47 1,523.49 10,922.98 from December 2021.
Union Bank- Nigeria g(ii) N 5 Billion 5,334.34 1,417.62 3,916.72 Repayable in 20 quarterly installments Commencing
Location 7,170.15 1,450.71 5,719.44 from December 2021.
PKO Bank Loan- Hungary h Euro 45.85 36,977.66 4,108.63 32,869.03 Repayable in 16 half yearly installments commencing
Location Million 36,873.95 1,940.74 34,933.21 from September 2021.
Unicredit Bank- Russia i US$ 40 23,734.94 4,315.44 19,419.50 Repayable in 26 equal Quarterly Installments
Location Million 23,710.78 3,647.81 20,062.97 commencing from February 2022.
Alfa Bank- Russia Location i Ru1570 4,662.54 - 4,662.54 Loan is to be repaid iin 120 months from the date of
Million - - - sanction in equal monthly instalments of the loan
amount utilised as at the end of the previous month,
commencing from July 2024.
Chase Bank, Kentucky(USA) j US $ 6.50 2,463.93 246.39 2,217.54 Repayable in 20 equal quarterly installments of US$
Location Million - - - 0.32 Million each commencing from October 2023.
Less: Adjustment for 1,547.61 434.12 1,113.49
Transaction Cost (Pending 876.37 212.26 664.11
Amortisation)
Sub Total (A) 4,24,051.92 80,174.85 3,43,877.07
Previous Year 3,51,696.39 48,006.65 3,03,689.74
PART B: VEHICLE LOANS
Jammu & Kashmir Bank Ltd. b 76.36 47.22 29.82 17.40 Repayable in 60 Equal Monthly Installments of Rs. 2.68
74.14 27.78 46.36 Lacs each commencing from March 2022 including
interest amount.
Jammu & Kashmir Bank Ltd. b 26.40 10.09 6.07 4.02 Repayable in 60 Equal Monthly Installments of Rs. 0.55
15.09 5.46 9.63 Lacs each commencing from January 2020 including
interest amount.
Jammu & Kashmir Bank Ltd. b 13.00 10.44 1.64 8.80 Repayable in 84 Equal Monthly Installments of Rs. 0.21
11.99 1.51 10.48 Lacs each commencing from September 2021 including
interest amount.
Jammu & Kashmir Bank Ltd. b 13.40 11.17 1.65 9.52 Repayable in 84 Equal Monthly Installments of Rs. 0.21
12.69 1.51 11.18 Lacs each commencing from September 2021 including
interest amount.
HDFC Bank Limited b 17.00 9.35 3.52 5.83 Repayable in 60 Equal Monthly Installments of Rs. 0.35
12.60 3.25 9.35 Lacs each commencing from October 2020 including
interest amount.

194 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(Rs. in Lacs, except where otherwise stated)


Name of the Institution / Note Sanctioned O/s As At Current Long Term Repayment Terms
Banks / Others No Amount 31/03/2023 Portion
Yes Bank Ltd b 128.00 - - - Repayable in 48 Equal Monthly Installments of Rs. 3.17
21.55 21.55 - Lacs each commencing from November 2018 including
interest amount.
Axis Bank Ltd b 19.75 14.26 3.81 10.45 Repayable in 60 Equal Monthly Installments of Rs.0.40
Lacs each commencing from September 2021 including
17.79 3.53 14.26
interest amount.
Axis Bank Ltd b 25.00 18.38 4.79 13.59 Repayable in 60 Equal Monthly Installments of Rs.0.50
22.83 4.45 18.38 Lacs each commencing from October 2021 including
interest amount.
Kotak Mahindra Prime Ltd b 22.17 11.73 7.63 4.10 Repayable in 36 Equal Monthly Installments of Rs.0.69
18.80 7.08 11.72 Lacs each commencing from October 2021 including
interest amount.
Kotak Mahindra Prime Ltd b 20.06 10.57 6.92 3.65 Repayable in 36 Equal Monthly Installments of Rs.0.62
16.99 6.42 10.57 Lacs each commencing from October 2021 including
interest amount.
Kotak Mahindra Prime Ltd b 20.06 10.57 6.92 3.65 Repayable in 36 Equal Monthly Installments of Rs.0.62
Lacs each commencing from October 2021 including
16.99 6.42 10.57
interest amount.
Kotak Mahindra Prime Ltd b 20.54 11.92 6.98 4.94 Repayable in 36 Equal Monthly Installments of Rs.0.64
Lacs each commencing from December 2021 including
18.40 6.48 11.92
interest amount.
Kotak Mahindra Prime Ltd b 42.37 32.33 8.01 24.32 Repayable in 60 Equal Monthly Installments of Rs.0.84
39.79 7.46 32.33 Lacs each commencing from November 2021 including
interest amount.
Kotak Mahindra Prime Ltd b 22.57 12.51 7.72 4.79 Repayable in 36 Equal Monthly Installments of Rs.0.70
19.67 7.16 12.51 Lacs each commencing from November 2021 including
interest amount.
Kotak Mahindra Prime Ltd b 45.42 37.43 8.39 29.04 Repayable in 60 Equal Monthly Installments of Rs.0.90
45.42 7.99 37.43 Lacs each commencing from April 2022 including
interest amount.
Kotak Mahindra Prime Ltd b 271.81 186.81 90.13 96.68 Repayable in 36 Equal Monthly Installments of Rs.
271.81 84.99 186.82 8.37 Lacs each commencing from April 2022 including
interest amount.
Kotak Mahindra Prime Ltd b 126.59 103.82 40.51 63.31 Repayable in 36 Equal Monthly Installments of Rs. 3.96
- - - Lacs each commencing from September 2022 including
interest amount.
Kotak Mahindra Prime Ltd b 21.93 18.54 6.96 11.58 Repayable in 36 Equal Monthly Installments of Rs. 0.69
- - - Lacs each commencing from October 2022 including
interest amount.
Kotak Mahindra Prime Ltd b 45.40 44.17 7.72 36.45 Repayable in 60 Equal Monthly Installments of Rs. 0.93
- - - Lacs each commencing from February 2023 including
interest amount.
Kotak Mahindra Prime Ltd b 100.13 92.30 31.05 61.25 Repayable in 36 Equal Monthly Installments of Rs. 3.15
- - - Lacs each commencing from Jan 2023 including interest
amount.
Kotak Mahindra Prime Ltd b 100.13 92.30 31.05 61.25 Repayable in 36 Equal Monthly Installments of Rs. 3.15
- - - Lacs each commencing from Jan 2023 including interest
amount.
Kotak Mahindra Prime Ltd b 110.20 107.04 18.65 88.39 Repayable in 60 Equal Monthly Installments of Rs. 2.26
- - - Lacs each commencing from February 2023 including
interest amount.
Kotak Mahindra Prime Ltd b 178.94 178.94 55.27 123.67 Repayable in 36 Equal Monthly Installments of Rs.
- - - 5.64 Lacs each commencing from April 2023 including
interest amount.
Toyota Financial Services b 17.00 3.10 3.10 - Repayable in 36 Equal Monthly Installments of Rs. 0.53
India Limited 8.98 5.88 3.10 Lacs each commencing from October 2020 including
interest amount.

34th Annual Report 2022 - 2023 195


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(Rs. in Lacs, except where otherwise stated)


Name of the Institution / Note Sanctioned O/s As At Current Long Term Repayment Terms
Banks / Others No Amount 31/03/2023 Portion
Daimler Financial Services b 72.00 34.16 18.97 15.19 Repayable in 48 Equal Monthly Installments of Rs. 1.74
India Pvt. Ltd 51.76 17.60 34.16 Lacs each commencing from January 2021 including
interest amount.
Daimler Financial Services b 72.00 34.16 18.97 15.19 Repayable in 48 Equal Monthly Installments of Rs. 1.74
India Pvt. Ltd Lacs each commencing from January 2021 including
51.76 17.60 34.16
interest amount.
Sub Total (B) 1,143.31 426.25 717.06
Previous Year 749.05 244.12 504.93
Total (A+B) 4,25,195.23 80,601.10 3,44,594.13
Previous Year 3,52,445.44 48,250.77 3,04,194.67

Previous Year figures have been given in italics


a (i) These are secured a) on pari passu basis by way of hypothecation of specific movable properties of the Holding Company (save and except
book debts), both present & future, subject to prior charges created and / or to be created in favour of Holding Company's bankers for working
capital facilities, b) by first pari passu equitable mortgage of specific immovable properties of the Holding Company situated at Malanpur
(M.P.), Jammu (J & K), NOIDA (U.P.) and Sanand (Gujarat)and c) by guarantee of Chairman & Managing Director of the Holding Company. These
are further secured by way of second pari passu charge on the current assets of the Holding Company.
a(ii) Secured by way of first ranking & exclusive charge on the Machineries and Equipments at Dharwad (Karnatka).
a(iii) In respect of these loans, first pari-passu equitable mortgage of specific immovable properties of the Holding Company is pending and
equitable mortgage can be created only after obtaining NOC's from all the Lenders and execution of equitable mortgage documents.
b Vehicle Loans are secured by way of hypothecation of Specific Vehicles of the Holding Company.
c These are secured by way of first charge on specific tangible and intangible assets of the Flex P. Films (Egypt) S.A.E.
d These are secured by way of hypothecation of Plant & Equipment and pari passu mortgage of Land & Building of the Flex Americas S.A. de C.V..
e This is secured by way of first charge on fixed assets, account receivable and inventories of Flex Films Europa Sp. Z.o.o.
f(i) This is secured by way of first charge on Building and Plant & Equipment of the Flex Middle East FZE and are further secured by way of pari
passu charge on account receivables and Inventories of the Company. These are further secured by way of Pledge of 17 Equity Shares of AED
Million each held by the Holding Company.
f(ii) This is secured by way of first charge on Specific Building and Plant & Equipment of the Flex Middle East FZE and are further secured by way of
pari passu charge on account receivables and Inventories of the Company.
f(iii) These are secured by way of first charge on Specific Building and Plant & Equipment of the Flex Middle East FZE and are further secured by
way of pari passu charge on account receivables and Inventories of the Company and also by way of assignments of Dividends from Flex Foils
Bangladesh Pvt Ltd.
f(iv) These are secured by way of pari passu charge on specific equipments of the Flex Middle East FZE.
g(i) These are secured by way of first charge on the specific assets of Flex Films Africa Pvt. Ltd. financed by the Bank and are further guaranteed by
the Holding Company.
g(ii) These are secured by way of pari passu charge on the Flex Films Africa Pvt. Ltd. fixed assets (other than equipment covered under loan as per
g(i) above) and are further guaranteed by the Flex Middle East FZE.
h These are secured by way of first charge on specific tangible and intangible assets of the Flex Films Europa kft.
i These are secured by way of first charge on specific tangible and intangible assets of the Flex Films RUS LLC.
j This is secured by way of first charge on fixed assets, account receivable and inventories of Flex Films (USA) Inc.
~ These are secured by a) exclusive first charge by way of hypothecation of Specific aircrafts owned by M/s A.R. Airways Pvt. Ltd., b) corporate
guarantee of A.R. Airways Pvt. Ltd. and c) guarantee of Chairman & Managing Director of the Holding Company.

(Rs. in lacs)
As At As At
31.03.2023 31.03.2022
16: Other Financial Liabilities
Securities Received 1,368.86 1,293.85
Deferred Income 6,029.45 4,838.50
Retention Money 1,329.39 753.44
TOTAL : 8,727.70 6,885.79

196 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(Rs. in lacs)
As At As At
31.03.2023 31.03.2022
17: Provisions
Leave Encashment 2,165.85 2,075.46
Gratuity 1,378.58 1,077.57
TOTAL : 3,544.43 3,153.03
18: Deferred Tax Liabilities (NET)
Opening Balance 28,555.39 29,607.21
Add / (Less):
Adjustment for Exchange Difference on Translation 2,562.35 915.84
Provision of Deferred Tax charge / (Credit) for the year (844.62) (1,967.66)
TOTAL : 30,273.12 28,555.39
The Cumulative Tax effects of significant temporary differences, that resulted in Deferred Tax Assets & Liabilities and description
of item thereof that creates these differences are as follows :

(Rs.in lacs)

Deferred Tax Current Year Adjustment Deferred Tax


Assets / (Charge) / For Exchange Assets /
(Liabilities) Credit Difference on (Liabilities)
As At 01.04.2022 Translation As At 31.03.2023
Deferred Tax Assets
Unabsorbed depreciation & tax losses 380.39 0.91 31.84 413.14
Right to use assets - 118.13 - 118.13
Other than unabsorbed depreciation & carry 4,182.80 138.22 9.10 4,330.12
forward of losses.
Total (A) 4,563.19 257.26 40.94 4,861.39
Deferred Tax Liabilities
Excess of Book WDV of Property, Plant & (33,118.58) 587.36 (2,603.29) (35,134.51)
Equipment over Tax WDV of Fixed Assets
Total (B) (33,118.58) 587.36 (2,603.29) (35,134.51)
Net Deferred Tax (Liability) (A-B) (28,555.39) 844.62 (2,562.35) (30,273.12)

Income Tax Expense in the Total Comprehensive Income represents;


(Rs. in lacs)
For the Year Ended For the Year Ended
31.03.2023 31.03.2022
In Statement of Profit & Loss
-Current tax 18,708.27 29,397.72
-Deferred tax (822.07) (1,814.36)
- Short / (Excess) Provision of Income Tax for earlier years (357.61) 704.23
17,528.59 28,287.59
In Statement of Other Comprehensive Income
Items that will not be reclassified subsequently to Profit or Loss
Remeasurement of the net defined benefit liability / asset (22.55) (153.30)
(22.55) (153.30)

34th Annual Report 2022 - 2023 197


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(Rs. in lacs)

As At As At
31.03.2023 31.03.2022

19: Borrowings
Secured
Working Capital Facilities From Banks 1,10,507.06 88,204.73
Unsecured
From Banks 9,923.92 742.75
From Others 870.00 10,622.00
Current Maturities of Long Term Borrowings 81,848.98 49,496.87
TOTAL : 2,03,149.96 1,49,066.35

1 Working Capital Facilities availed by the Holding Company from banks are secured a) on first pari passu basis, by way of
hypothecation of stock of raw materials, semi-finished goods, finished goods and book debts of the Holding Company,
both present and future, b) by way of second pari passu charge on specific fixed assets of the Holding Company, situated
at Malanpur (M.P.), Jammu (J & K), NOIDA (U.P.) and Sanand (Gujarat), and c) by guarantee of Chairman & Managing
Director of the Holding Company.
2 Working Capital Facilities availed by Flex P. Films (Egypt) S.A.E. are secured by way of pari pasu charge over the current
assets of the Company.
3 Working Capital Facilities availed by Flex Americas SA de C.V. from the BBVA Bancomer S.A. is secured by way of charge
over fixed assets and current assets of the Company.
4 Working Capital facilities availed by Flex Films USA Inc. from Chase Bank is secured by way of first charge on the Company's
specific fixed assets, account receivables and inventory.
5 Working Capital facilities availed by Flex Films Europa Sp Z.o.o. from PKO Bank is secured by way of first charge on the
Company's fixed assets, account receivables and inventory.
6 Working Capital Facilities availed by the Flex Middle East FZE, Dubai are secured by way of hypothecation of all current
assets of the Company. Further working capital facilities from CBD are secured by way of mortgage over the Plant &
Machinery and Building of the Company.
7 Working Capital Facilities availed by Flex Films Europa kft, Hungary from PKO Bank are secured by way of first charge on
specific tangible and intangible assets of the Company.
8 Working Capital Facilities availed by Flex Films Rus LLC from UNICREDIT Bank are secured by way of charge over all current
assets of the Company.
9 Working Capital Facilities availed by Flex Films Africa Pvt Ltd from Banks are secured by way of pari passu charge over all
current assets of the Company.
10 Book Overdraft facilities availed by Flex Speciality Chemicals (Egypt) S.A.E. is secured by way of charge of specific fixed
assets of the Company.
(Rs. in lacs)
As At As At
31.03.2023 31.03.2022

20: Trade Payables ^


Suppliers
Total outstanding dues of creditors other than Micro & Small enterprises and 1,97,425.48 1,68,320.76
Related Parties
Total outstanding dues of Micro & Small enterprises 2,715.64 2,586.53
Due to Related Parties 15,589.91 23,833.31
TOTAL : 2,15,731.03 1,94,740.60
^ Refer Note No 48 for Ageing Schedule

198 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(Rs. in lacs)
As At As At
31.03.2023 31.03.2022
21: Other Financial Liabilities
Capital Creditors 8,234.82 5,265.38
Interest Accrued but not due on Loans
- From Others 46.37 60.65
Interest Accrued but not due on Term Loans
- From Banks 662.86 452.37
- From Financial Institutions 132.08 73.29
Unclaimed Dividend* 101.26 111.47
Due to Employees 8,291.44 5,936.56
Others Payable 19,160.72 11,888.62
Book Overdraft 637.92 2,557.27
Unspent CSR 228.00 356.39
Deferred Income 320.75 1,209.63
Total : 37,816.22 27,911.63
* These figures do not include any amount, due and outstanding, required to be transferred to Investor Education and Protection Fund.

22: Other Current Liabilities


Advances from Customers 10,248.92 10,648.15
Advances from a Related Party 0.20 302.05
Statutory Dues 4,260.67 6,144.76
Total : 14,509.79 17,094.96

23: Provisions
Leave Encashment 1,575.46 1,287.77
Gratuity 276.75 545.09
Warranty 87.18 44.91
Total : 1,939.39 1,877.77

24: Current Tax Liabilities (NET)


Current Income Tax (Net) 10,322.54 15,644.99
Total : 10,322.54 15,644.99

(Rs. in Lacs)
For the Year Ended For the Year Ended
31.03.2023 31.03.2022
25: Revenue From Operations
A. i) REVENUE FROM SALE OF PRODUCTS
Gross Sales 14,79,206.82 13,36,086.16
Less : Inter Unit Sales 37,344.50 43,845.80
14,41,862.32 12,92,240.36
ii) REVENUE FROM SALE OF SERVICES
Gross Job work / Services Rendered 6,699.66 6,180.80
Less : Inter Unit Job Work 2,770.14 2,781.87
3,929.52 3,398.93
TOTAL (A) : 14,45,791.84 12,95,639.29
B. OTHER OPERATING INCOME
Scrap Sales 10,610.05 8,802.19
Packing, Forwarding and Insurance Recoveries 1,123.08 586.79
Exchange Rate Fluctuation (Net) (excluding exceptional items) - 1,204.44
Export Incentive 7,558.91 5,936.45
GST Refund 878.80 361.64
Miscellaneous Operating Income 288.37 182.37
Total (B) : 20,459.21 17,073.88
Total (A+B): 14,66,251.05 13,12,713.17

34th Annual Report 2022 - 2023 199


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(Rs. in Lacs)
For the Year Ended For the Year Ended
31.03.2023 31.03.2022
26: Other Income
Rent Received 1,043.58 968.26
Gain on Sale of Investment Property - 10.76
Gain on Disposal of Right of use Assets 7.88 5.21
Gain on Sale of Property, Plant & Equipment (Net) 137.27 -
Miscellaneous Income 1,070.22 790.25
Interest rate swaps Derivative designated as FVTPL 6,369.34 3,807.73
Sundry Credit Balances Written Back 242.96 321.13
Interest :
- from Banks 2,342.95 1,915.18
- from Others 633.59 326.60
Investment Income:
- Dividend on 7.5% Preference Shares 1,094.56 2,752.44
Total : 12,942.35 10,897.56

27: Cost of Materials Consumed


Opening Stock 85,096.81 57,980.31
Add : Purchases 9,93,108.55 8,72,317.65
10,78,205.36 9,30,297.96
Less : Inter Unit Purchases 35,545.36 42,985.87
10,42,660.00 8,87,312.09
Less : Closing Stock 1,12,164.70 9,30,495.30 85,096.81 8,02,215.28
Total : 9,30,495.30 8,02,215.28

28: Change in Inventories of Finished Goods, Work-in-Progress and Stock-in-Trade

Opening Stock :
Stock-in-Trade 247.66 89.35
Finished Goods 50,890.53 26,921.41
Work-in-Progress 32,578.57 20,275.16
83,716.76 47,285.92
Less: Closing Stock :
Stock-in-Trade 199.08 247.66
Finished Goods 52,627.05 50,890.53
Work-in-Progress 47,421.70 32,578.57
1,00,247.83 83,716.76
TOTAL : (16,531.07) (36,430.84)

29: Employee Benefits Expense


Salaries, Wages, Bonus, Benefits and Amenities 96,817.73 83,986.54
Contribution to Provident Fund and Other Funds 6,697.57 5,170.11
Employee Welfare Expenses 4,406.25 3,338.08
TOTAL : 1,07,921.55 92,494.73

30: Finance Costs


Interest
- On Loans for Fixed Period 24,405.94 19,671.36
- On Other Loans / Liabilities 15,243.87 6,438.75
- On Lease Liabilities 1,865.23 829.47
- On Shortfall in payment of Advance Tax 324.77 41,839.81 1,077.67 28,017.25
Discounting & Financial Charges 5,503.13 4,228.93
TOTAL : 47,342.94 32,246.18

200 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(Rs. in Lacs)
For the Year Ended For the Year Ended
31.03.2023 31.03.2022
31: Other Expenses
A. OTHER MANUFACTURING EXPENSES
Power & Fuel Consumed 61,611.81 54,024.37
Repair & Maintenance-Machinery 18,382.72 16,746.34
Stores Consumed 11,640.31 9,644.97
Tools, Jigs & Dies 295.67 309.25
Packing Material Consumed 45,001.73 41,282.50
Flexo Plates / Processing Charges for Cylinders 5,764.87 4,861.56
Less : Inter Unit Charges 4,569.28 3,641.80
1,195.59 1,219.76
Design & Development Charges 7.86 2.65
Job Work Charges 3,059.69 1,645.18
Royalty Expenses 425.26 448.30
Other Direct Charges 253.90 191.22
R & D Charges 157.97 173.32
Total (A) : 1,42,032.51 1,25,687.86

B. ADMINISTRATIVE, SELLING & OTHER EXPENSES


Short Term Leases 2,168.69 1,985.26
Leases of Low value 19.61 22.37
Rates & Taxes 1,478.89 1,597.27
Insurance charges 4,328.31 3,263.33
Electricity & Water charges 535.71 618.38
Printing & Stationery 339.90 280.95
Postage & Telephone Expenses 1,066.62 1,095.95
Vehicle Running & Maintenance Expenses 944.37 868.50
Conveyance & Travelling Expenses 8,183.33 5,742.71
Repair & Maintenance :
- Building 1,384.33 1,600.73
- Others 11,601.25 9,265.92
Legal & Professional Charges 6,990.94 6,433.91
Directors' sitting fees 30.50 31.00
General Expenses 6,944.30 6,420.36
Commission on Sales 1,670.06 1,781.18
Advertisement & Publicity 2,084.55 1,004.43
Entertainment Expenses 839.62 626.75
Charity & Donation 114.16 25.00
Corporate Social Responsibility Expenditure 562.41 391.52
Freight & Forwarding charges 49,526.50 52,222.09
Property, Plant & Equipment written Off 259.11 23.06
Loss on Sale of Property, Plant & Equipment (Net) - 84.31
Exchange Rate Fluctuation (Net) (excluding exceptional items) 18,947.47 -
Amount utilised from allowance for bad and doubtful Trade receivables (3,526.78) (1,301.51)
Allowance for bad and doubtful Trade receivables 1,054.47 4,385.85
Sundry Debit Balances / Bad Debts written-off 2,100.67 4,249.99
Quality Claims 1,345.52 908.03
Total (B) : 1,20,994.51 1,03,627.34
Total :(A+B) 2,63,027.02 2,29,315.20

34th Annual Report 2022 - 2023 201


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(Rs. in Lacs)
For the Year Ended For the Year Ended
31.03.2023 31.03.2022
Additional Disclosure in respect of Investment Properties, that generated rental income;
Insurance 45.46 35.99
Repair & Maintenance :
- Building 24.14 23.17
Finance Cost on Lease Liabilities 1.96 1.96
Amortisation of Right of Use Assets 0.28 0.28
71.84 61.40

32: Expenses Allocated to Self Constructed Assets


Cost of Material Consumed 1,334.24 1,221.98
Employee Benefits Expense 568.58 431.52
Depreciation and amortisation expense 140.79 115.33
Other Expenses 381.83 308.90
TOTAL : 2,425.44 2,077.73
(Rs.in lacs)
As At As At
31.03.2023 31.03.2022
33: I Contingent liabilities not provided for in respect of :
A i) Show cause notice / demands of Excise Authorities in respect of Excise Duty & Service 4,810.46 4,837.24
Tax not acknowledged by the Company and are contested / appealed / replied.
ii) Show cause notice / demands of Goods & Service Tax (GST) Authorities in respect of 769.43 64.15
GST not acknowledged by the Company and are contested / appealed / replied.
iii) Additional demands raised by the Income Tax Department, which are under 5,252.34 4,520.17
rectification & appeal.
iv) Additional demands raised by the Sales Tax Department, which are under rectification 968.29 1,121.92
& appeal.
v) Amount demanded by the erstwhile workers of the Company and are pending in 17.92 15.92
labour Court.
vi) Claims against the Company/disputed liabilities not acknowledged as debt. 1,285.55 439.90
vii) Demand for refund/ non admission of claim of export incentive/ GST by authorities 133.36 -
which are protested or under appeal
viii) Demand raised by the Concerned Development corporation on surrender of unutilised 62.69 62.69
Industrial Leasehold Land.
ix) Demands raised by the Electricity Departments, which are protested or under appeal 947.97 1,167.12
B i) Guarantees issued by Banks 4,678.79 4,799.42
ii) Import duty obligations on outstanding export commitment under Advance Licence / 43,148.01 43,692.04
EPCG Schemes.
iii) Letters of Credit (Unexpired) issued by Banks (Net of Margin) 74,185.94 30,535.14
C Liability in respect of Bonus for the FY 2014-15 arising due to retrospective amendment in 429.85 429.85
the Payment of Bonus (Amendment) Act, 2015; which is contested by the Company.
II The share in aggregate contingent liability of the Associate 1,223.87 1,070.06
i) In respect of Litigations 280.19 266.98
ii) In respect of Other Matters 943.68 803.08
(Rs.in lacs)
As At As At
31.03.2023 31.03.2022
34: Capital Commitments :
a. The estimated amount of contracts remaining to be executed on capital account (Net of 85,127.61 52,820.88
advances) and not provided for :
b. The share in the aggregate capital commitments of the Associate 104.57 1,281.15

202 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

35: Disclosures for Leases as per Ind As- 116 on "Leases"


The following disclosures are made in respect of leases as required under Ind AS-116 on "Leases",
(Rs.in lacs)
Note No Current Year Previous Year
i) Depreciation Charge on Right to Use Assets 2D 3,724.75 1,823.02
ii) Interest Expense on Lease Liabilities 30 1,865.23 829.47
iii) Short Term Leases 31B 2,168.69 1,985.26
iv) Low Value Leases 31B 19.61 22.37
v) Variable Lease Payments - -
vi) Total Cash Outflows on Right to Use Assets 16,633.68 2,864.42
vii) Additions to Right to Use Assets 2D 10,704.35 18,890.42
viii) Carrying amount of Right to Use Assets 2D 54,860.92 49,591.19

36: Defined Benefit Plan


a) Gratuity
The present value of obligation is determined based on actuarial valuation using the Projected Unit credit Method, which
recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit
separately to build up the final obligation. The additional disclosure in terms of Indian Accounting Standard-(Ind AS)-19,
"Employee Benefits", is as under:
(Rs. In Lacs)
a. Reconciliation of opening and closing balances of obligation Current Year Previous Year
Obligations at period beginning 6,818.41 5,989.93
Current Service cost 609.88 552.51
Interest cost 463.32 407.03
Actuarial (gain) / loss due to unexpected experience (241.84) 619.45
Benefits paid (541.55) (750.51)
Obligations at period end 7,108.22 6,818.41
b. Reconciliation of opening and closing balances of fair value assets
Plan assets at period beginning, at fair value 6,273.32 5,136.94
Interest Income 426.28 349.06
Return on Plan Assets excluding Interest Income (331.43) 10.33
Contributions 1,004.85 1,527.50
Benefits paid (541.55) (750.51)
Plan assets at period end, at fair value 6,831.47 6,273.32
c. Amount Recognized in Balance Sheet
Present value of the defined benefit obligations at the end of the period 7,108.22 6,818.41
Fair value of plan assets at the end of the period (6,831.47) (6,273.32)
Liability/ (Asset) recognized in the balance sheet 276.75 545.09
d. Gratuity cost for the period
Current Service cost 609.88 552.51
Interest cost 463.32 407.03
Expected return on plan assets (426.28) (349.06)
Net Gratuity Cost recognised in Statement of Profit & Loss 646.92 610.48
e. Remeasurement (gains) and losses
Actuarial (gain) / loss due to change in unexpected experience / (241.84) 619.45
assumptions
Return on Plan assets, excluding interest income 331.43 (10.33)
Net Gratuity Cost recognised in Statement of Other Comprehensive 89.59 609.12
Income
Assumptions
Interest rate 7.48% P.A. 6.8% P.A.
Estimated rate of return on plan assets 7.48% P.A. 6.8% P.A.

The expected benefits increases are based on the same assumptions as are used to measure the Company's defined

34th Annual Report 2022 - 2023 203


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

benefit plan obligations as at 31st March 2023. The Company is expected to contribute Rs. 877.27 lacs to defined benefits
plan obligations fund for the year ending 31st March 2024.
The significant accounting assumptions are the discount rate and expected salary increases. The sensitivity analysis
below have been determined based on reasonable possible changes of the respective assumptions occurring at the end
of the reporting period while other assumptions are constant.
If the discount rate increases /(decreases) by 0.5%, the defined benefit plan obligations would decrease by Rs.247.56 Lacs
(increase by Rs.264.78 Lacs) as at 31st March 2023.
If the expected salary growth increases /(decreases) by 0.5%, the defined benefit plan obligations would increase by
Rs.264.02 Lacs (decrease by Rs.248.18 Lacs) as at 31st March 2023.
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligations
as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may
be correlated.
Further in presenting the above sensitivity analysis, the present value of the defined benefit obligations has been
calculated using the Projected Unit Credit Method at the end of the reporting period, which is the same as that applied in
calculating the defined benefit obligation liability recognised in the Balance Sheet.

b) Leave Encashment
The Group has provided for its Liability towards Leave encashment, based on the actuarial valuation, disclosure whereof in
terms of Indian Accounting Standard (Ind AS)- 19, "Employee Benefits" is as under:
(Rs. In Lacs)
Current Year Previous Year
a. Reconciliation of opening and closing balances of obligation
Obligations at period beginning 2,890.38 2,432.91
Service cost 354.30 343.58
Interest cost 196.41 165.32
Actuarial (gain) / loss 165.39 426.18
Benefits paid (584.54) (477.61)
Obligations at period end 3,021.94 2,890.38
b. Amount Recognized in Balance Sheet
Present value of the defined benefit obligations at the end of the period 3,021.94 2,890.38
Liability recognized in the balance sheet 3,021.94 2,890.38
c. Leave Encashment cost for the period
Service cost 354.30 343.58
Interest cost 196.41 165.32
Actuarial (gain) / loss 165.39 426.18
Net Leave Encashment cost for the period 716.10 935.08

Assumptions
Interest rate 7.48% P.A. 6.8% P.A.
37: Egypt has devalued its currency during the year and also in the previous year . This has led to recognition of an expense of Rs.
14,999.80 Lacs (Previous Year Rs. 3,809.93 Lacs) towards exchange loss arising on foreign currency obligations of Flex P. Films
(Egypt) S.A.E. This expense has been disclosed as an exceptional item .
38: Previous Year figures have been recasted / regrouped/ reclassified, wherever considered necessary.
39: Due to Outbreak of fire, certain assets situated in factory premises at Jammu, were partially damaged during the year ended
31st March, 2021. These assets are covered under insurance on reinstatement basis for which Holding Company has submitted
the final claim of Rs. 784.19 Lacs upon reconstruction of damaged assets which become operational of 1st October 2022. So
far the Holding Company has received Rs 200 lacs from the insurance Company and balance sum of Rs 584.19 lacs is expected
to be recovered in full.
40: The Income Tax Department ("the Department") conducted a Search activity ("the Search") under Section 132 of the Income Tax
Act on the Holding Company in February 2023. The Holding Company has provided all support and cooperation and the necessary
documents and data to the Department, as requested by the Department. The Holding Company is examining and reviewing
details of the matter and will take appropriate actions, including addressing regulatory actions, if and when they occur. While
the uncertainty exists regarding the outcome of the proceedings by the department, the Holding Company after considering all
available information and facts as of date, is confident that no material tax liabilities will devolve on the Holding Company.

204 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

41: Earnings per Share


The following disclosure is made, as required by Indian Accounting Standard (Ind AS-33) on "Earnings Per Share" :-
Current Year Previous Year
(A) Profit for the year, after Adjustments, for computation of Basic Earnings &
Diluted Earnings Per Share (Rs in Lacs);
(viz.Numerator) (Rs.in lacs) 48,068.35 1,09,825.73
(B) (i) Weighted Average Number of Equity Shares (viz. denominator) for
Basic Earnings Per Share
72211486 72211486
(ii) Weighted Average Number of Equity Shares (viz. denominator) for 72211486 72211486
Diluted Earnings Per Share
(C) Nominal Value Per Share Rs. 10/- Rs. 10/-
(D) Earnings Per Share
(a) Basic [A/B(i) (Rs.)] 66.57 152.09
(b) Diluted [A/B(ii) (Rs.)] 66.57 152.09

42: Segment Disclosure :


Segment disclosure in accordance with the Ind AS 108 on " Operating Segments" are as under:
Accounting Principles and policies, as reported in Significant Accounting polices, used in the preparation of financial statements
are consistently applied to record revenue, expenditure, assets and liabilities, in each segment.
For the Year Ended 31st March 2023
(Rs. in Lacs)
Particulars Flexible Engineering Other Total
Packaging Activities (Unallocable)
Activities
Revenue from
- External Customers 14,36,458.34 29,645.90 146.81 14,66,251.05
- Transaction with other operating segments - 7,927.42 - 7,927.42
Total Revenue 14,36,458.34 37,573.32 146.81 14,74,178.47
Identifiable operating expenses (12,47,110.69) (30,116.19) (13,370.63) (12,90,597.51)
Less: Intersegment Revenue (4,654.49) - (3,272.93) (7,927.42)
Operating Profit 1,84,693.16 7,457.13 (16,496.75) 1,75,653.54
Other Income 12,942.35
Share in Profit / (Loss) of Associate for the Year (499.68)
Share in (Loss)/ Profit of Joint Ventures for the (246.00)
Year
EBIDTA 1,87,850.21
Depreciation & Amortization Expenses (59,902.89)
EBITA 1,27,947.32
Finance Cost (47,342.94)
Profit before exceptional items and tax 80,604.38
Exceptional Items (14,999.80)
Tax expenses (17,528.59)
Net Profit 48,075.99
Segment Assets 15,13,833.88 58,384.64 71,549.29 16,43,767.81
Segment Liabilities 6,23,947.26 54,882.57 2,14,386.76 8,93,216.59

34th Annual Report 2022 - 2023 205


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

For the Year Ended 31st March 2022

(Rs. in Lacs)

Particulars Flexible Engineering Other (Un- Total


Packaging Activities allocable)
Activities

Revenue from

- External Customers 12,81,794.03 30,840.74 78.40 13,12,713.17

- Transaction with other operating segments - 6,325.00 - 6,325.00

Total Revenue 12,81,794.03 37,165.74 78.40 13,19,038.17

Identifiable operating expenses (10,55,064.98) (29,977.65) (10,637.97) (10,95,680.60)

Less: Intersegment Revenue (3,641.80) - (2,683.20) (6,325.00)

Operating Profit 2,23,087.25 7,188.09 (13,242.77) 2,17,032.57

Other Income 10,897.56

Share in Profit of Associate for the Year 429.82

Share in (Loss)/ Profit of Joint Ventures for the (362.00)


Year

EBIDTA 2,27,997.95

Depreciation & Amortization Expenses (53,712.02)

EBITA 1,74,285.93

Finance Cost (32,246.18)

Profit before Tax 1,42,039.75

Exceptional Items (3,809.93)

Tax expenses (28,287.59)

Net Profit 1,09,942.23

Segment Assets 13,16,527.01 56,143.40 71,440.64 14,44,111.05

Segment Liabilities 5,65,456.38 51,136.00 1,57,934.48 7,74,526.86

43: Related Party Disclosures


(a) List of Related Parties (as per IND AS-24) :

i) Associate : Flex Foods Limited

ii) Joint Venture : Digicyl Pte. Ltd. (Singapore) & Digicyl Ltd. (Israel) being Wholly owned subsidiary of Digicyl Pte. Ltd.
(Singapore)

iii) Key Management Personnel & their relatives / HUF : Mr. Ashok Chaturvedi, Chairman & Managing Director (relatives
Mrs. Rashmi Chaturvedi, Mr. Anantshree Chaturvedi , Mr. Apoorva Shree Chaturvedi and Ms. Anshika Chaturvedi),
Ashok Chaturvedi (HUF), Mr. Jagmohan Mongia, Whole time Director, Mr. Rajesh Bhatia, CFO and Mr. Ajay Krishna,
Company Secretary.

iv) Other Related Enterprises : AKC Retailers Pvt. Ltd., Anshika Investments Pvt. Ltd., Anant Overseas Pvt. Ltd.,
Apoorva Extrusion Pvt. Ltd., Anshika Consultants Pvt. Ltd., A.R. Leasing Pvt. Ltd., A.R.Infrastructures & Projects Pvt.
Ltd., AC Infrastructures Pvt. Ltd., Cinflex Infotech Pvt. Ltd.,Flex International Pvt. Ltd., Ultimate Infratech Pvt. Ltd.,
Ultimate Flexipack Ltd., Ultimate Prepress LLP, Modern Info Technology Pvt. Ltd., Magic Consultants Pvt. Ltd. and
A.L.Consultants Pvt. Ltd.

206 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(b) The Group has entered into transactions with certain parties listed above during the year under consideration. Details of
these transactions are as follows :
(Rs.in lacs)
Transactions Associate Joint Key Other Related Total
Venture Management Enterprises
Personnel as referred to
& their Relatives / in 'a (iv)'
HUF above
i) Trade Transactions
Sale of Goods/Services (Net) 106.62 - - 2,269.85 2,376.47
44.34 - - 2,545.08 2,589.42
Purchase of Goods/Services (Net ) - - - 37,236.43 37,236.43
- - - 32,363.59 32,363.59
Purchase of Property, Plant & 3.82 - - - 3.82
Equipment
- - - - -
Sale of Property, Plant & 10.34 - - - 10.34
Equipment
- - - 20.30 20.30
Sale of DEPB Licence - - - 76.45 76.45
- - - 129.51 129.51
Purchase of DEPB 124.76 - - - 124.76
- - - - -
Rent Received 9.00 - 78.60 64.56 152.16
9.00 - 63.60 64.56 137.16
Rent Paid - - 300.00 419.37 719.37
- - 270.00 395.17 665.17
Royalty Expenses - - 130.86 - 130.86
- - 128.45 - 128.45
Interest Paid on Loans - - - - -
- - - - -
Interest Received 158.70 4.01 - - 162.71
73.56 3.70 - - 77.26
Dividend Received 58.70 - - - 58.70
58.70 - - - 58.70
Remuneration * - - 3,189.45 - 3,189.45
- - 2,571.11 - 2,571.11
ii) Non Trade Transactions
Repayment of Loan Taken - - - - -
- - - - -
Dividend Paid - - 69.65 896.08 965.73
- - 58.04 736.56 794.60
Loan Given 4,500.00 - - - 4,500.00
3,000.00 - - - 3,000.00
Recovery of Loan Given 6,000.00 - - - 6,000.00
1,500.00 - - - 1,500.00
Payment of Lease Liabilities - - - - -
- - - 24.20 24.20
Total 10,971.94 4.01 3,768.56 40,962.74 55,707.25
4,685.60 3.70 3,091.20 36,278.97 44,059.47
Balance as on 31.03.2023
Debit 22.63 162.67 - 3,126.72 3,312.02
1,554.78 146.29 - 6,189.86 7,890.93
Credit 0.20 - 586.12 15,562.16 16,148.48
0.03 - 534.73 23,600.61 24,135.37

34th Annual Report 2022 - 2023 207


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

Previous Year figures have been given in Italic.


*Includes Rs in Lacs
Current Year Previous Year
Salary 2,648.01 2,076.60
Perquisites 37.63 41.57
Short Term Employees Benefits 3.81 2.94
Commission 500.00 450.00
Total 3,189.45 2,571.11

44: Financial Instruments


The carrying value of instruments by categories are as follows:
(Rs. in Lacs)
Particulars Amortised Financial assets Financial Total Carrying
Cost / liabilities at fair assets / Value
value through liabilities at
Profit or Loss fair value
through OCI
Assets
Cash and cash equivalents CY 1,09,137.02 - - 1,09,137.02
(Including Other Bank Balances) PY 58,827.43 - - 58,827.43
Investments
Equity and other securities CY 18,546.52 - 546.47 19,092.99
PY 20,629.98 - 587.27 21,217.25
Trade Receivables CY 3,23,212.72 - - 3,23,212.72
PY 3,51,074.30 - - 3,51,074.30
Loans CY 5,131.49 - - 5,131.49
PY 7,582.72 - - 7,582.72
Other financial assets CY 18,806.44 - - 18,806.44
PY 13,487.47 - - 13,487.47
Total CY 4,74,834.19 - 546.47 4,75,380.66
PY 4,51,601.90 - 587.27 4,52,189.17
Liabilities
Trade payables CY 2,15,731.03 - - 2,15,731.03
PY 1,94,740.60 - - 1,94,740.60
Other financial liabilities CY 46,543.92 - - 46,543.92
PY 34,797.42 - - 34,797.42
Borrowings CY 5,49,485.86 - - 5,49,485.86
PY 4,56,250.67 - - 4,56,250.67
Lease Liabilities CY 20,866.51 - - 20,866.51
PY 22,412.03 - - 22,412.03
Total CY 8,32,627.32 - - 8,32,627.32
PY 7,08,200.72 - - 7,08,200.72
Fair Value hierarchy disclosures:
Level 1- Quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2: Input other than quoted price included within Level 1 that are observable for the assets or liability; either directly (i.e. as
prices) or indirectly (i.e. derived from prices).
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs)

208 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

Particulars Total Level 1 Level 2 Level 3


Investment in equity instruments CY 546.47 546.47 - -
PY 587.27 587.27 - -
Investment in Preference Shares CY 13,725.00 - - 13,725.00
PY 15,250.00 - - 15,250.00

45: Trade Receivable Ageing Schedule


(Rs.in lacs)
S. Particulars As at 31st Outstanding for following periods from due date of payment
No. March Less than 6 6 month- 1 1-2 years 2-3 years more than 3 Total
months year years
(i) Undisputed- Considered 2023 2,82,447.96 23,212.71 6,774.87 4,138.98 6,638.20 3,23,212.72
Good 2022 3,09,362.07 16,258.30 8,406.62 6,233.49 10,813.82 3,51,074.30
(ii) Undisputed - Considered 2023 205.18 304.01 891.90 360.18 7,377.35 9,138.62
doubtful 2022 1,972.57 271.96 2,442.19 12.29 5,382.86 10,081.87
(iii) Disputed considered good 2023 - - - - - -
2022 1.48 7.46 63.00 23.25 629.57 724.76
(iv) Disputed considered 2023 - - 333.22 82.32 1,458.73 1,874.27
doubtful 2022 169.03 9.99 726.81 387.32 996.76 2,289.91
Total 2023 2,82,653.14 23,516.72 7,999.99 4,581.48 15,474.28 3,34,225.61
2022 3,11,505.15 16,547.71 11,638.62 6,656.35 17,823.01 3,64,170.84

46: Trade Payable Ageing Schedule


(Rs.in lacs)
S. Particulars As at 31st Outstanding for following periods from due date of payment
No. March Less than 1 1-2 years 2-3 years More than 3 Total
year years
(i) MSME 2023 2,715.43 - - - 2,715.43
2022 2,586.53 - - - 2,586.53
(ii) Others 2023 1,65,469.65 42,399.11 5,004.90 141.73 2,13,015.39
2022 1,84,744.61 7,063.93 180.37 128.72 1,92,117.63
(iii) Disputed dues-MSME 2023 - 0.21 - - 0.21
2022 - - - - -
(iv) Disputed dues- Others 2023 - - - - -
2022 - 36.44 - - 36.44
Total 2023 1,68,185.08 42,399.32 5,004.90 141.73 2,15,731.03
2022 1,87,331.14 7,100.37 180.37 128.72 1,94,740.60

47: Capital-work-in-progress ageing schedule:


(Rs.in lacs)
S. Particulars As at 31st Amount in Capital Work in Progress for a period
No. March Less than 1-2 years 2-3 years More than Total
1 year 3 years
(i) Project in Progress 2023 41,455.00 4,194.64 30.24 - 45,679.88
2022 65,997.28 224.66 - - 66,221.94
(ii) Projects Temporarily suspended 2023 - - - - -
2022 - - - - -
Total 2023 41,455.00 4,194.64 30.24 - 45,679.88
2022 65,997.28 224.66 - - 66,221.94

34th Annual Report 2022 - 2023 209


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

48: Intangible assets under development ageing schedule:


(Rs.in lacs)
S. Particulars As at 31st Amount in Intangible assets under development for a period
No. March
Less than 1 1-2 years 2-3 years More than 3 Total
year years
(i) Project in Progress 2023 6.07 160.51 735.40 - 901.98
2022 4.73 835.40 - - 840.13
(ii) Projects Temporarily suspended 2023 - - - - -
2022 - - - - -
Total 2023 6.07 160.51 735.40 - 901.98
2022 4.73 835.40 - - 840.13

49: Additional Disclosure required under Schedule-III of the Companies Act, 2013
i) No proceeding has been initiated or pending against any Company in the Group for holding any benami property under
the Benami Transaction (Prohibition) Act, 1988 (45 of 1988) and the rules made thereunder.
ii) No Company in the Group has been declared as wilful defaulter by any bank or financial institution or other lender.
iii) As per information available with the Management, the Group does not have any transaction with companies struck
off under Section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956. Further the Group has no
relationship with the struck off Company.
iv) The Group is in compliance with the regulation as to the number of layers of Companies prescribed under clause (87) of
section 2 of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017.
v) No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources
or kind of funds) by the Group to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”),
with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly
lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Group (“Ultimate
Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
vi) No funds have been received by the Group from any person(s) or entity(ies), including foreign entities (Funding Parties),
with the understanding, whether recorded in writing or otherwise, that the Group shall, directly or indirectly, lend or
invest in other person(s) or entity(ies) identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate
Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
vii) There's no transaction which has not been recorded in any Company in the Group in their respective books of accounts
and disclosed or surrendered as income during the year in the tax assessments under the Income Tax Act, 1961.
viii) The Group has not traded or invested in Crypto Currency or Virtual Currency during the financial year.

50: Financial Risks Management


In the course of business, amongst others, the Group is exposed to several financial risks such as Credit Risk, Liquidity Risk,
Interest Rate Risk, Exchange Risk and Commodity Price Risk. These risks may be caused by the internal and external factors
resulting into impairment of the assets of the Group causing adverse influence on the achievement of Group’s strategies,
operational and financial objectives, earning capacity and financial position.
The Group has formulated an appropriate policy and established a risk management framework which encompass the
following process.
- Identify the major financial risks which may cause financial losses to the Group
- Assess the probability of occurrence and severity of financial losses
- Mitigate and control them by formulation of appropriate policies, strategies, structures, systems and procedures
- Monitor and review periodically the adherence, adequacy and efficacy of the financial risk management system.
The Group enterprise risk management system is monitored and reviewed at all levels of management, Audit Committee and
the Board of Directors from time to time.

210 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

Credit Risk
Credit Risk refers to the risks that arise on default by the counterparty on its contractual obligation resulting into financial loss
to the Group. The Group may carry this Risk on Trade and other receivables, liquid assets and some of the non current financial
assets.
In case of Trade receivables, the Group has framed appropriate policy for extending credits period & limit to each customer
based on their profile, financial position and their external rating etc. The collections of trade dues are strictly monitored . In
case of Export customers, even credit guarantee insurance is also obtained wherever required.
Group’s exposure to Credit Risk is also influenced by the concentration of risk from top five customers. The details in respect
of the% of sales generated from the top customer and top five customers are given hereunder.

Particulars Current Year Previous Year


Revenue from Top Customer 5% 5%
Revenue from Top Five Customers 12% 12%

The credit risk on cash & cash equivalent, investment in fixed deposits, liquid funds and deposits are insignificant as
counterparties are banks or mutual funds with high credit ratings assigned by the rating agencies of international repute.
Liquidity Risk
Liquidity Risk arises when the Group is unable to meet its short term financial obligations as and when they fall due.
The Group maintains adequate liquidity in the system so as to meet its all financial liabilities timely. In addition to this, the
Group’s overall financial position is very strong so as to meet any eventuality of liquidity tightness.
Contractual maturities of financial liabilities are given as under:
(Rs. in Lacs)
Particulars As at Due within 12 Due beyond 12
31st March 2023 months from months of Balance
Balance sheet Date Sheet Date
Borrowings 5,49,485.86 2,03,149.96 3,46,335.90
Lease Liabilities 20,866.51 1,270.86 19,595.65
Trade payables
Total outstanding dues of Micro & Small enterprises 2,715.64 2,715.64 -
Total outstanding dues of creditors other than Micro & 2,13,015.39 2,13,015.39 -
Small enterprises
Other Financial Liabilities 46,543.92 37,816.22 8,727.70

Interest Rate Risk


Generally market linked financial instruments are subject to interest rate risk. The Group does not have any marked linked
financial instrument both on the asset or liability side. Hence no interest rate risk.
In case of the borrowings by the Group, the Group is subject to interest rate risk on account of any fluctuation in the base prime
lending rate (BPLR) fixed by the banks. Every fluctuation in the BPLR of the bank either on the higher or lower side will result
into financial loss or gain to the Group.
The debt of the Company is linked with the BPLR for loans from Indian Banks and for overseas entities major portion of the
debt is linked with the LIBOR. The total proportions of borrowings based on variable rate of interest is Rs. 4,45,563.58 Lacs out
of the total Borrowings of Rs.5,49,485.86 Lacs.
Based on the structure of net debt as at year end, a one percentage point increase in the debt would cause an additional
expense in the net financing cost of Rs. 4,455.64 Lacs.
Foreign Currency Risk
The Group is exposed to the foreign currency risk from transactions & translation. Transactional exposures are arising from the
transactions entered into foreign currency. Management keeps a close watch of the maturity of the financial assets in foreign
currency and payment obligations of the financial liabilities.
The carrying amount of the Group's material foreign currency dominated monetary Assets and Liabilities at the end of the
reporting period is as below:

34th Annual Report 2022 - 2023 211


Notes on the Consolidated Financial Statements for the year ended 31st March 2023

(Rs. in Lacs)
Currency Monetary Assets Monetary Liabilities
Current Year Previous Year Current Year Previous Year
USD 1,12,672.65 71,456.30 1,83,311.23 61,677.12
Euro 60,734.78 33,639.22 2,23,859.11 1,03,507.00
GBP 11,012.21 10,027.83 33,789.91 122.06

Following Table Summaries approximate gain /(loss) on Company’s Profit before tax on account of appreciation and
depreciation of underlying foreign currencies of the above table

(Rs. in Lacs)
Currency Effect on Profit before tax
Current Year Previous Year
Closing USD Rate (in Rs.P.) 82.22 75.81
Closing Euro Rate (in Rs.P.) 89.61 84.66
Closing GBP Rate (in Rs.P.) 101.87 99.55
5% appreciation (Rs. in lacs) (12,827.03) (2,509.14)
5% depreciation (Rs. in lacs) 12,827.03 2,509.14

Commodity Price Risk


The main raw materials which Group procures are global commodities and their prices are to a great extent linked to the
movement of crude prices directly or indirectly.
The pricing policy of the Group final product is structured in such a way that any change in price of raw materials is passed on
to the customers in the final product however, with a time lag which mitigates the raw material price risk.
With regard to the finished products, the Group has been operating in a global competitive environment which continues to
keep downward pressure on the prices and the volumes of the products.
In order to combat this situation, the Group formulated manifold plans and strategies to develop new customers & focus on
new innovative products. In addition, it has also been focusing on improvement in product quality and productivity. With
these measures, Group counters the competition and consequently commodity price risk.
51: The Group manages its capital structure and makes adjustments in light of changes in economic conditions and the
requirements of the financial covenants. To maintain or adjust the capital structure, the Group may adjust the dividend
payment to shareholders, return capital to shareholders or issue new shares. The primary objective of the Group's capital
management is to maximize the shareholder value. The Group's primary objective when managing capital is to ensure that
it maintains an efficient capital structure and healthy capital ratios and safeguard the Group's ability to continue as a going
concern in order to support its business and provide maximum returns for shareholders. The Group also proposes to maintain
an optimal capital structure to reduce the cost of capital.
The management of the Group reviews the Capital structure of the Group on regular basis. As part of this review, the Group
considers cost of capital and the risk associated with the movement in the working capital. No changes were made in the
objectives, policies or processes for managing capital during the year ended March 31,2023 and March 31,2022.
The following table summarizes the capital of the Group :-
(Rs. in Lacs)
Particulars As at As at
March 31,2023 March 31,2022
Borrowings 5,49,485.86 4,56,250.67
Total Equity 7,50,551.22 6,69,584.19
Gearing Ratio 73% 68%

212 UFLEX Limited


CIN: L74899DL1988PLC032166
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

52: Additional Information as required under Schedule III of the Companies Act, 2013 of
enterprises consolidated as Subsidiaries/ Associate / Joint Ventures
S. Name of the Enterprises Net Assets i.e. Total Assets Share in profit or loss Share in Other Comprehensive Share in Total Comprehensive
No. minus Total Liabilities Income Income
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated (Rs. in Lacs) consolidated (Rs. in Lacs) consolidated profit (Rs. in Lacs) consolidated (Rs. in Lacs)
net assets profit or loss or loss profit or loss
Parent
Uflex Limited 38.68% 2,90,314.07 50.70% 24,372.15 -0.31% (108.22) 29.19% 24,263.93
40.06% 2,68,216.48 20.24% 22,232.48 2.71% 153.91 19.36% 22,386.39
Subsidiary
Indian
1 USC Holograms Pvt. Ltd. 0.39% 2,924.74 0.03% 16.23 0.00% - 0.02% 16.23
0.43% 2,900.86 0.50% 247.56 0.00% - 0.21% 247.56
Foreign
1 Flex Middle East FZE 26.46% 1,98,610.63 3.15% 1,512.85 0.00% - 1.82% 1,512.85
27.14% 1,81,708.99 2.57% 2,820.13 0.00% - 2.44% 2,820.13
2 Flex Americas S.A. de C.V. 13.14% 98,618.23 2.89% 1,390.53 0.00% - 1.67% 1,390.53
12.20% 81,660.36 15.13% 16,612.51 0.00% - 14.37% 16,612.51
3 Flex P. Films Egypt S.A.E. 16.15% 1,21,200.50 60.64% 29,146.99 0.00% - 35.06% 29,146.99
15.23% 1,01,979.61 31.41% 34,501.13 0.00% - 29.84% 34,501.13
4 Flex Films Europa Sp. Z.o.o. 17.55% 1,31,743.20 30.63% 14,725.58 0.00% - 17.71% 14,725.58
16.82% 1,12,653.06 22.52% 24,731.74 0.00% - 21.39% 24,731.74
5 Flex Films (USA) Inc. 8.63% 64,772.92 9.77% 4,694.76 0.00% - 5.65% 4,694.76
8.27% 55,394.37 10.35% 11,363.92 0.00% - 9.83% 11,363.92
6 UFlex Europe Limited -0.13% (957.58) -1.00% (478.79) 0.00% - -0.58% (478.79)
-0.07% (477.84) -1.73% (1,901.41) 0.00% - -1.64% (1,901.41)
7 UFLEX Packaging Inc. 0.71% 5,327.86 2.99% 1,438.85 0.00% - 1.73% 1,438.85
0.54% 3,585.81 0.30% 333.56 0.00% - 0.29% 333.56
8 UPET Holdings Limited 4.18% 31,399.82 -0.03% (16.44) 0.00% - -0.02% (16.44)
4.33% 28,967.00 -0.01% (7.58) 0.00% - -0.01% (7.58)
9 UPET Singapore Pte. Ltd. 4.18% 31,342.26 -0.02% (8.22) 0.00% - -0.01% (8.22)
4.32% 28,913.93 0.00% - 0.00% - 0.00% -
10 Flex Films RUS LLC 4.69% 35,229.48 14.69% 7,061.11 0.00% - 8.49% 7,061.11
3.56% 23,855.89 5.09% 5,585.95 0.00% - 4.83% 5,585.95
11 Flex Films Africa Pvt Ltd. -0.03% (219.92) -31.00% (14,899.17) 0.00% - -17.92% (14,899.17)
2.24% 14,982.84 -2.98% (3,277.10) 0.00% - -2.83% (3,277.10)
12 Flex Chemicals (P) Ltd. 0.00% 11.52 0.22% 104.63 0.00% - 0.13% 104.63
0.00% 5.23 0.02% 20.56 0.00% - 0.02% 20.56
13 Flex Films Europa Korlatolt 2.65% 19,920.30 -4.59% (2,204.41) 0.00% - -2.65% (2,204.41)
Felelossegu Tarsasag 3.12% 20,894.09 7.39% 8,118.89 0.00% - 7.02% 8,118.89
14 Flex Foils Bangladesh Private Limited 1.67% 12,566.41 -5.62% (2,701.26) 0.00% - 0.00% -
0.99% 6,607.84 -0.88% (971.27) 0.00% - 0.00% -
15 Flex Specialty Chemicals (Egypt) 0.21% 1,603.29 0.00% 16.44 0.00% - 0.00% -
S.A.E. 0.02% 144.04 0.00% (7.58) 0.00% - 0.00% -
16 Flex Pet (Egypt) S.A.E. 1.66% 12,489.22 0.00% - 0.00% - 0.00% -
0.00% - 0.00% - 0.00% - 0.00% -
17 Plastic Fix Europa Spolka Z 0.00% 19.10 0.00% - 0.00% - 0.00% -
Ograniczona Odpowiedzialnoscia 0.00% - 0.00% - 0.00% - 0.00% -
(Poland)
Non-Controlling Interest in Subsidiary -0.12% (935.93) -0.02% (7.64) 0.00% - -0.01% (7.64)
-0.14% (928.29) -0.11% (116.50) 0.00% - -0.10% (116.50)
Exchange Difference on translating foreign operations 100.31% 35,165.68 42.30% 35,165.68
97.29% 5,628.23 4.87% 5,628.23
Associate & Joint Venture (Investment as per Equity Method)
Associate
1 Flex Foods Limited 0.64% 4,810.28 -1.04% (499.68) 0.00% (0.08) -0.60% (499.76)
0.80% 5,368.73 0.39% 429.82 0.05% 2.91 0.37% 432.73
Joint Ventures
2 Digicyl Pte. Ltd. 0.05% 380.83 -0.01% (5.38) 0.00% - -0.01% (5.38)
0.05% (356.10) -0.01% (6.78) 0.00% - -0.01% (6.78)
3 Digicyl Limited, Israel -0.33% (2,452.05) -0.49% (236.33) 0.00% - -0.28% (236.33)
(Wholly Owned Subsidiary of Digicyl -0.35% (2,312.44) -0.33% (365.07) 0.00% - -0.32% (365.07)
Pte. Ltd.)
Notes:
1 Figures of Net Assets & Share in Profit or Loss / Other Comprehensive Income / Total Comprehensive Income of the Foreign subsidiaries are
reported as per respective Balance Sheets and are converted into INR based on the Closing Exchange Rates stated in the Note No.50.
2 Previous Year figures have been given in italics.

34th Annual Report 2022 - 2023 213


53: Statement containing salient features of financial Statements of Subsidiaries / Associate / Joint Ventures, as per first
proviso to Section 129(3) of Companies Act, 2013 read with rule 5 of Companies (Accounts) Rules, 2014
Part “A” : Subsidiaries

214
INR in Lacs
FC in Million
Sl. Name of the Reporting period Reporting currency and Share Reserve & Total Assets Total Investments Turnover Profit / Provision for Profit / Proposed % of
No. Subsidiary for the subsidiary exchange rate as on the Capital surplus Liabilities (Loss) Taxation (Loss) after dividend Shareholding
concerned, if different last date of the relevant before taxation
from holding financial year in the case taxation
Company's reporting of foreign subsidiaries
period
Indian Currency Exch. Rate
1 USC Holograms Not Applicable CY INR 6.00 2,918.74 11,569.27 8,644.53 3,617.28 33.71 9.84 23.87 - 68%
Pvt. Ltd.
PY 6.00 2,894.86 10,062.79 7,161.93 5,275.08 486.51 122.45 364.06 - 68%
Foreign
1 Flex Middle East Not Applicable CY INR 23,975.35 1,74,635.28 2,56,181.08 57,570.44 1,62,047.40 53,073.01 1,512.85 - 1,512.85 100%
FZE
US $ 82.22 29.16 212.40 311.58 70.02 197.09 64.55 1.84 - 1.84 -
PY INR 22,106.20 1,59,617.96 2,30,242.55 48,518.40 1,49,413.93 50,625.92 2,820.13 - 2,820.13 100%
US $ 75.81 29.16 210.55 303.71 64.00 197.09 66.78 3.72 - 3.72 -
2 Flex Americas S.A. Not Applicable CY INR 19,050.20 79,568.03 1,49,789.10 51,170.87 - 1,54,688.66 1,992.18 601.65 1,390.53 100%
de C.V.
MXP 4.5442 419.22 1,750.98 3,296.27 1,126.07 - 3,404.09 43.84 13.24 30.60 -
PY INR 15,999.95 65,660.40 1,29,525.86 47,865.51 - 1,55,060.82 23,988.09 7,375.58 16,612.51 100%
MXP 3.8166 419.22 1,720.39 3,393.75 1,254.14 - 4,062.80 628.52 193.25 435.27 -
3 Flex P. Films Egypt Not Applicable CY INR 39,391.60 81,808.90 2,45,278.70 1,24,078.20 14,133.62 2,08,238.59 38,552.96 9,405.97 29,146.99 6,700.93 100%
S.A.E.
US $ 82.22 47.91 99.50 298.32 150.91 17.19 253.27 46.89 11.44 35.45 8.15
PY INR 36,320.57 65,659.04 2,09,698.04 1,07,718.43 151.62 2,15,520.25 44,477.73 9,976.60 34,501.13 4,472.79 100%
US $ 75.81 47.91 86.61 276.61 142.09 0.20 284.29 58.67 13.16 45.51 5.90
4 Flex Films Europa Not Applicable CY INR 19,382.60 1,12,360.61 1,98,861.20 67,117.99 12,267.18 1,34,574.09 15,143.91 418.33 14,725.58 - 100%
Sp. Z.o.o.
PLN 19.1018 101.47 588.22 1,041.06 351.37 64.22 704.51 79.28 2.19 77.09 -
PY INR 18,452.42 94,200.64 1,90,167.05 77,513.99 11,678.47 1,29,459.73 24,706.28 (25.46) 24,731.74 1,251.13 100%
PLN 18.1851 101.47 518.01 1,045.73 426.25 64.22 711.90 135.86 (0.14) 136.00 6.88
5 Flex Films (USA) Not Applicable CY INR 29,599.20 35,173.72 84,851.04 20,078.12 - 1,91,901.48 7,128.47 2,433.71 4,694.76 - 100%
Inc.
US $ 82.22 36.00 42.78 103.20 24.42 - 233.40 8.67 2.96 5.71 -
PY INR 27,291.60 28,102.77 90,342.78 34,948.41 - 1,75,174.17 14,707.14 3,343.22 11,363.92 682.29 100%
US $ 75.81 36.00 37.07 119.17 46.10 - 231.07 19.40 4.41 14.99 0.90
6 UFlex Europe Not Applicable CY INR 6,203.88 (7,161.46) 23,847.77 24,805.35 - 18,611.65 (478.79) - (478.79) 100%
Limited
GBP 101.87 6.09 (7.03) 23.41 24.35 - 18.27 (0.47) - (0.47) -
PY INR 6,062.60 (6,540.44) 20,895.55 21,373.39 - 15,728.90 (1,901.41) - (1,901.41) 100%
GBP 99.55 6.09 (6.57) 20.99 21.47 - 15.80 (1.91) - (1.91) -

CIN: L74899DL1988PLC032166
UFLEX Limited
Notes on the Consolidated Financial Statements for the year ended 31st March 2023
INR in Lacs
FC in Million
Sl. Name of the Reporting period Reporting currency and Share Reserve & Total Assets Total Investments Turnover Profit / Provision for Profit / Proposed % of
No. Subsidiary for the subsidiary exchange rate as on the Capital surplus Liabilities (Loss) Taxation (Loss) after dividend Shareholding
concerned, if different last date of the relevant before taxation
from holding financial year in the case taxation
Company's reporting of foreign subsidiaries
period
Currency Exch. Rate
7 UFLEX Packaging Not Applicable CY INR 3,025.70 2,302.16 8,402.88 3,075.03 - 20,694.77 1,981.50 542.65 1,438.85 100%
Inc.
US $ 82.22 3.68 2.80 10.22 3.74 - 25.17 2.41 0.66 1.75 -

34th Annual Report 2022 - 2023


PY INR 2,789.81 796.01 9,468.67 5,882.86 - 14,411.48 538.25 204.69 333.56 - 100%
US $ 75.81 3.68 1.05 12.49 7.76 - 19.01 0.71 0.27 0.44 -
8 UPET Holdings Not Applicable CY INR 31,572.48 (172.66) 31,399.82 - 31,391.60 - (16.44) - (16.44) 100%
Limited
US $ 82.22 38.40 (0.21) 38.19 - 38.18 - (0.02) - (0.02) -
PY INR 29,111.04 (144.04) 28,974.58 7.58 28,944.26 - (7.58) - (7.58) 100%
US $ 75.81 38.40 (0.19) 38.22 0.01 38.18 - (0.01) - (0.01) -
9 UPET (Singapore) Not Applicable CY INR 31,408.04 (65.78) 31,366.93 24.67 31,284.71 - (8.22) - (8.22) 100%
Pte. Ltd.
US $ 82.22 38.20 (0.08) 38.15 0.03 38.05 - (0.01) - (0.01) -
PY INR 28,959.42 (45.49) 28,921.52 7.58 28,845.71 - - - - 100%
US $ 75.81 38.20 (0.06) 38.15 0.01 38.05 - - - -
10 Flex Films RUS 31-Dec-22 CY INR 17,206.60 18,022.87 81,302.01 46,072.53 - 76,646.73 7,245.63 184.52 7,061.11 100%
LLC #
RUB 1.0666 1,689.75 7,622.54 4,319.57 - 7,186.08 679.32 17.30 662.02 -
1,613.22
PY INR 14,544.79 9,311.09 54,060.75 30,204.86 - 46,771.85 5,754.10 168.15 5,585.95 100%
RUB 0.9016 1,613.22 1,032.73 5,996.09 3,350.14 - 5,187.65 638.21 18.65 619.56 -
11 Flex Films Africa Not Applicable CY INR 17,889.95 (18,109.87) 1,00,692.70 1,00,912.62 - 51,659.65 (14,899.17) - (14,899.17) 100%
Pvt Ltd.
N 0.1789 9,999.97 (10,122.90) 56,284.35 56,407.28 - 28,876.27 (8,328.21) - (8,328.21) -
PY INR 18,259.95 (3,277.10) 99,775.78 84,792.94 - 43,366.04 (3,277.10) - (3,277.10) 100%
N 0.1826 9,999.97 (1,794.69) 54,641.72 46,436.44 - 23,749.20 (1,794.69) (1,794.69) -
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

12 Flex Chemicals (P) 31-Dec-22 CY INR 0.53 10.99 210.33 198.81 - 1,179.13 138.12 33.49 104.63 - 100%
Ltd. #
RUB 1.0666 0.05 1.03 19.72 18.64 - 110.55 12.95 3.14 9.81 -
PY INR 0.45 4.78 195.92 190.69 - 273.00 26.51 5.95 20.56 - 100%
RUB 0.9016 0.05 0.53 21.73 21.15 - 30.28 2.94 0.66 2.28 -
13 Flex Films Not Applicable CY INR 13,244.36 6,675.95 95,121.02 75,200.71 - 74,851.23 (2,204.41) - (2,204.41) - 100%
Europa Korlatolt
Euro 89.61 14.78 7.45 106.15 83.92 - 83.53 (2.46) - (2.46) -
Felelossegu
Tarsasag PY INR 12,512.75 8,381.34 1,03,209.01 82,314.92 - 79,817.45 8,195.09 76.19 8,118.89 - 100%
Euro 84.66 14.78 9.90 121.91 97.23 - 94.28 9.68 0.09 9.59 -

215
INR in Lacs
FC in Million
Sl. Name of the Reporting period Reporting currency and Share Reserve & Total Assets Total Investments Turnover Profit / Provision for Profit / Proposed % of

216
No. Subsidiary for the subsidiary exchange rate as on the Capital surplus Liabilities (Loss) Taxation (Loss) after dividend Shareholding
concerned, if different last date of the relevant before taxation
from holding financial year in the case taxation
Company's reporting of foreign subsidiaries
period
14 Flex Foils Not Applicable CY INR 15,944.01 (3,377.60) 26,933.14 14,366.73 - - (2,701.26) - (2,701.26) - 100%
Bangladesh Private
BKT 0.7758 2,055.17 (435.37) 3,471.66 1,851.86 - - (348.19) - (348.19) -
Limited
PY INR 7,579.11 (971.27) 26,831.76 20,223.92 - - (971.27) - (971.27) - 100%
BKT 1.1141 680.29 (87.18) 2,408.38 1,815.27 - - (87.18) - (87.18) -
15 Flex Specialty Not Applicable CY INR 1,644.40 (41.11) 2,441.93 838.64 - - 24.67 8.22 16.44 - 100%
Chemicals (Egypt)
US $ 82.22 2.00 (0.05) 2.97 1.02 - - 0.03 0.01 0.02 -
S.A.E.
PY INR 151.62 (7.58) 879.40 735.36 - - (7.58) - (7.58) - 100%
- Unaudited US $ 75.81 0.20 (0.01) 1.16 0.97 - - (0.01) - (0.01) -
Accounts previous
year
16 Flex Pet (Egypt) Not Applicable CY INR 12,489.22 - 28,941.44 16,452.22 - - - - - - 100%
S.A.E.
US $ 82.22 15.19 - 35.20 20.01 - - - - - -
PY INR - - - - - - - - - - 100%
US $ 75.81 - - - - - - - - - -
17 Plastic Fix Europa Not Applicable CY INR 19.10 - 19.10 - - - - - - - 100%
Spolka Z Ogranic-
zona Odpowiedzial-
noscia (Poland)
PLN 19.1018 0.10 - 0.10 - - - - - - -
PY INR - - - - - - - - - - 100%
PLN 18.1851 - - - - - - - - - -

Notes :
1 Name of subsidiaries which are yet to commence operations 1 Flex Films Bangladesh Pvt. Ltd
2 Flex Specialty Chemicals (Egypt) S.A.E.
3 Flex Pet (Egypt) S.A.E.

4 Plastic Fix Europa Spolka Z Ograniczona Odpowiedzialnoscia (Poland)


2 Names of Subsidiaries which have been liquidated or sold during NIL
the year
3 Name of Subsidiary not considered for Consolidation N.A
# These Companies adopts Calendar Year as Financial Year and accordingly the above figures are reported based on their audited accounts. However for consolidation purpose the figures are considered for the period from
1st April 2022 to 31st March 2023.

CIN: L74899DL1988PLC032166
UFLEX Limited
Notes on the Consolidated Financial Statements for the year ended 31st March 2023
Notes on the Consolidated Financial Statements for the year ended 31st March 2023

Part "B": Associate and Joint Ventures


Statement pursuant to Section 129(3) of the Companies Act, 2013 related to Associate Company and joint Ventures
Sl Name of the Latest Share of Associate / Joint Ventures Description Reason why Net worth at- Profit or Loss for the Year Other Comprehensive
No. Associate / Joint Audited held by the Company on the year of how there the associ- tributable to Income
Ventures Balance end is significant ate / joint Shareholding
Sheet Date No. Amount of Extent of influence venture is as per latest Considered in Not Consid- Considered in Not Consid-
Investment Holding % not consoli- Audited Bal- Consolidation ered in Con- Consolidation ered in Con-
in dated ance Sheet solidation solidation
Associates
/ Joint
Venture

(Rs. in Lacs) (Rs. in Lacs) (Rs. in Lacs) (Rs. in Lacs) (Rs. in Lacs) (Rs. in Lacs)
Associate
1 Flex Foods 31-Mar-23 58,70,000 587.00 47.15% By Virtue of NA 4,810.28 (499.68) -
Limited Shareholding (0.08) -
31-Mar-22 58,70,000 587.00 47.15% By Virtue of NA 5,368.73 429.82 - 2.91 -
Shareholding
Joint Venture
#@
2 Digicyl Pte. 31-Dec-22 5,00,000 337.50 50% By Virtue of NA 380.83 (5.38) - -
Ltd., Singapore Shareholding -
(Unaudited) 31-Dec-21 5,00,000 337.50 50% NA 356.10 (6.78) - - -
3 Digicyl 31-Dec-22 - - - By Virtue of NA (2,452.05) (236.33) - -
Limited, Israel Shareholding
(Unaudited) in Digicyl Pte.
(Wholly Owned Ltd.
Subsidiary of 31-Dec-21 - - - NA (2,312.44) (365.07) - -
Digicyl Pte.
Ltd.)

Exchange Rate: USD/INR Rs. 82.22 (Previous Year Rs. 75.81) taken for JV in Singapore & NS (ISL)/INR=Rs. 22.8649 (Previous Year Rs. 23.8629) taken
for JV in Israel.
# Networth is reported after making necessary adjustment for impairment provided in the Standalone Financials for investment in Subsidiary
Digicyl Limited, Israel.
@ Joint Venture Companies have adopted Calendar Year as Financial Year. However for Consolidation and reporting purpose the figures of Profit &
Loss are considered for the period from 1st April 2022 to 31st March 2023.
Notes:
1 Name of Associates / Joint Ventures which are yet to commence operations NIL
2 Names of Associates / Joint Ventures which have been liquidated or sold during NIL
the year
3 Name of Associates / Joint Ventures which are not considered for consolidation NIL

Signatories to notes from S.No. 1 to 53.


For and on behalf of the Board of Directors

Rajesh Bhatia Jagmohan Mongia Ashok Chaturvedi


Group President Whole-time Director Chairman & Managing Director
(Finance & Accounts) & CFO DIN 09051022 DIN 00023452

Rakesh Malhotra Ritesh Chaudhry For M S K A & Associates For VIJAY SEHGAL & Co.
Vice President Sr. Vice President-Secretarial & Chartered Accountants Chartered Accountants
(Corp. Accounts) Company Secretary Firm’s Registration No.: 105047W Firm’s Registration No.: 000374N

Place : NOIDA Vinod Gupta S.V. SEHGAL


Dated : 30th May, 2023 Partner Partner
M.No.: 503690 M.No.: 080329

34th Annual Report 2022 - 2023 217


NOTES
'A part of your daily life'

CONTACT US
+91-11-26440917 secretarial@uflexltd.com www.uflexltd.com
+91-11-26440925

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