Our endeavour is to enhance Stakeholders' Value - Uflex Ltd.

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| 22 | UFLEX LIMITED REPORT ON CORPORATE GOVERNANCE (m) Categories of Shareholders as on 31.03.2009 Category No. of shares held % of shareholding Promoters & Associates 27872267 42.88 Financial Institutions, Mutual Funds & Banks 91560 0.14 Foreign Institutional Investors 1897229 2.92 Foreign Companies 7735000 11.90 NRIs 19882 0.03 GDRs 5465840 8.41 Other Corporate Bodies 15866887 24.41 Others (General Public) 6023444 9.26 Shares in transit (Demat) * 34537 0.05 Total 65006646 100.00 * As on March 31, 2009 these shares lying in pool account of NSDL/CDSL since buyers’ identity are not established. (n) Dematerialization of Shares and liquidity Nearly 97.99% of total equity share capital is held in dematerialized form upto 31.03.2009 with NSDL/CDSL. The shares of the Company are listed on BSE and NSE, which provide suffi cient liquidity to the investors. (o) Outstanding GDRs/FCCBs/Warrants (i) The outstanding GDRs represent 5465840 shares as on 31.03.2009, which are nearly 8.41% of the Subscribed Share Capital of the Company. (ii) Outstanding Foreign Currency Convertible Bonds (FCCBs) as on March 31, 2009 is 236 aggregating to US$ 23.60 million. The same can be converted at the option of the respective FCCB holders within a period of 5 years from the date of issue. (iii) As on March 31, 2009, none of the 87,35,000 warrants allotted on 26.02.2008 to Foreign companies on preferential basis were converted into equity shares. The same can be converted into equity shares at the option of the warrant holders on or before the expiry of 18 months from the date of issue. (p) Details of issue of equity shares during the period from 01.04.2008 to 31.03.2009 NIL (q) Plant Locations 1. A-1, Sector-60, NOIDA (U.P.) 2. A-2, Sector-60, NOIDA (U.P.) 3. A-2A, Sector-60, NOIDA (U.P.) 4. C-3, Sector-57, Phase – III, NOIDA (U.P.) 5. C-5-8, Sector-57, Phase – III, NOIDA (U.P.) 6. D-1-2, 15-16, Sector-59, NOIDA (U.P.) 7. 29-B, Malanpur Industrial Area, Distt. Bhind (M.P.) 8. L-1, Industrial Area, Ghirongi (Malanpur), Distt. Bhind (M.P.) 9. Lane No. 3, Phase-I, SIDCO Industrial Complex, Bari Brahmana, Jammu (r) Address for Correspondence The shareholders may address their communication/grievances/queries/ suggestions to: Beetal Financial & Computer Services Private Limited (Unit: UFLEX LIMITED) BEETAL House, 3rd Floor, 99, Madangir, Behind Local Shopping Centre Near Dada Harsukh Dass Mandir New Delhi – 110062 Tel. No.011- 29961281 Fax No.011- 29961284 TWENTIETH ANNUAL REPORT 2008 - 2009 UFLEX LIMITED 305, Third Floor, Bhanot Corner Pamposh Enclave, Greater Kailash-I New Delhi - 110048 Tel. No.: 011-26440917, 26440925 Fax No. : 011-26216922 e-mail : fl exsec@vsnl.net The above report has been placed before the Board at its meeting held on 30th July, 2009 and the same was approved.
DIRECTOR’S REPORT ON REPORT CORPORATE GOVERNANCE AUDITORS’ CERTIFICATE ON CORPORATE GOVERNANCE UFLEX LIMITED To the Members of UFLEX Limited (formerly known as Flex Industries Limited) New Delhi We have examined the compliance of conditions of Corporate Governance by UFLEX Limited for the year ended 31st March, 2009 as stipulated in Clause 49 of the Listing Agreement of the said Company with Stock Exchanges. The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited to procedure and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of the Corporate Governance. It is neither an audit nor an expression of opinion on the fi nancial statement of the Company. In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in the above mentioned Listing Agreement. We further state that such compliance is neither an assurance as to the future viability of the Company nor of the effi ciency or eff ectiveness with which the Management has conducted the aff airs of the Company. For VIJAY SEHGAL & CO. Chartered Accountants CA. S. V. Sehgal Place : NOIDA Partner Dated : 30 th July, 2009 Membership No. 080329 To the Members of UFLEX Limited DECLARATION I, Ashok Chaturvedi, Chairman & Managing Director of the Company, hereby certify that the Board Members and Senior Management Personnel have affi rmed compliance with the Rules of Code of Conduct for the fi nancial year ended March, 2009 pursuant to the requirements of Clause 49 of the Listing Agreement. For UFLEX LIMITED Place : NOIDA ASHOK CHATURVEDI Dated : 30 th July, 2009 Chairman & Managing Director TWENTIETH ANNUAL REPORT 2008 - 2009 | 23 | C O M P A N Y
Page 2 and 3: Stone Laying Ceremony - Egypt Plant
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Our endeavour is to enhance Stakeholders' Value - Uflex Ltd.

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