Uflex Ar 2022 23
Uflex Ar 2022 23
Uflex Ar 2022 23
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.
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.
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.
Our
Businesses Engineering
Business
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
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
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
Global footprint
5
6 8
4 2
3 1
9
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
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
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
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
• 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
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
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
STATUTORY REPORTS
Directors’ Report 01
FINANCIAL STATEMENTS
Statement of Profit & Loss 112 Consolidated Statement of Profit & Loss 168
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.
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.
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.
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.
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
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.
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
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
2 2020-21 - - - - - - -
3 2019-20 - - - - - - -
Place : Noida
Dated : 30th May, 2023
12 UFLEX Limited
CIN: L74899DL1988PLC032166
ANNEXURE –“C”
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.
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)
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 )
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.
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)
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.
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.
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).
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.
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.
24 UFLEX Limited
CIN: L74899DL1988PLC032166
(Amount in Rs.)
UFLEX NIFTY
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
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:
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.
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.
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”
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
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.
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
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.
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
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.
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
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.
Segment-wise performance has been disclosed at Note No- 43 of the financial Statement.
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
(a) The ratio of the remuneration of each director to the median remuneration of the employees of the
company for the financial year;
(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;
52 UFLEX Limited
CIN: L74899DL1988PLC032166
(c) the percentage increase in the median remuneration of employees in the financial year: 7.96%
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.
Ashok Chaturvedi
Place : Noida Chairman & Managing Director
Dated : 30th May, 2023 DIN: 00023452
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.
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)
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
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):
60 UFLEX Limited
CIN: L74899DL1988PLC032166
15. Products/Services sold by the entity (accounting for 90% of the entity’s Turnover):
Operations
16. Number of locations where plants and/or operations/offices of the entity are situated:
Permanent Workers 17 50 17 13 47 13 15 33 15
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
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.
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
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
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
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.
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
CIN: L74899DL1988PLC032166
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)
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:
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.
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.
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.
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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.
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.
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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.
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
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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.
2. Details of minimum wages paid to employees and workers, in the following format
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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 - -
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.
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.
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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:
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
Not applicable
3. Provide details of the following disclosures related to water, in the following format:
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.
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5. Please provide details of air emissions (other than GHG emissions) by the entity, in the following format*:
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.
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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:
11. Details of environmental impact assessments of projects undertaken by the entity based on applicable
laws, in the current financial year:
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
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.
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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.
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
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
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3. Number of consumer complaints in respect of the following:
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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
(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:
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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:
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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.
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
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.
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 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”).
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.
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
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
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
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
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
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
#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.
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
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.
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
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.
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
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.
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
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
(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 -
As At As At
31.03.2023 31.03.2022
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
As At As At
31.03.2023 31.03.2022
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.
As At As At
31.03.2023 31.03.2022
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
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.
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.
(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.
(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.
(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.
(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)
(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
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:
(Rs. in lacs)
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
(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
(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.
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
(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
(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
(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
(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
(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
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
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.
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.
(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
(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
(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
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:
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
(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.
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.
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
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.
(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%
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
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.
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.
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 .
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.
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”).
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.
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
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
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
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
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
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
#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
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
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
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.
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.
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.
(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.
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.
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.
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.
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
(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 - -
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.
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
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.
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
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.
(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
(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)
(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
(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.
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
(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
(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
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)
(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
(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
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.
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.
(Rs. in Lacs)
Revenue from
EBIDTA 2,27,997.95
EBITA 1,74,285.93
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.
(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
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.
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.
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
(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
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.
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 -
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.
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
(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
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
CONTACT US
+91-11-26440917 secretarial@uflexltd.com www.uflexltd.com
+91-11-26440925