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

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| 68 | UFLEX LIMITED DIRECTOR’S CONSOLIDATED REPORT SCHEDULE 5 EXCEPTIONAL ITEMS Current Year (Rs.in lacs) Previous Year Discount on Purchase of FCCB 9575.77 - Less : Exchange Rate Fluctuation on FCCB 4704.80 - 4870.97 - Less : Provision for Income Tax 466.14 - Less : Provision for Deferred Tax Charge 1084.45 - 3320.38 - 6 a) Rupees have been rounded off to the nearest thousand. b) Previous Year fi gures have been recasted / regrouped, wherever considered necessary. c) The results for the current year are not strictly comparable with that of the previous year as the current year fi gures includes the results of the following companies : Name of the Company Nature of Relationships % of Interest UPET Holdings Limited Subsidiary 100% UPET (Singapore) Pte. Ltd. Subsidiary 100% Flex Americas S.A.de C.V. Subsidiary 100% Flex P.Films (Egypt) S.A.E. Subsidiary 100% UTech Retailers Limited Subsidiary 100% AKC Developers Limited Subsidiary 70% QCELL Limited Joint Venture 40% 7 The name of the Holding Company stands changed from Flex Industries Limited to Ufl ex Limited with eff ect from 19th March 2007. 8 During the year under review, the Holding company transferred by way of slump sale its entire Distillery Undertaking to its then Wholly Owned Subsidiary i.e. UBIO CHEMICALS LTD. for a total consideration of Rs.9365.02 Lacs based on Net Assets Value of the undertaking, pursuant to the shareholders approval obtained by postal ballot results declared on 23rd September 2008. The sale consideration of Rs.9365.02 Lacs has been settled by the UBIO CHEMICALS LTD. partly by way of issue of its 4,12,00,000 Equity Shares of Rs.10/- each at Par, Fully Paid Up aggregating to Rs.4120.00 Lacs in favour of the Holding Company and the balance amount of Rs.5245.02 Lacs has been treated as Interest Bearing Secured Loan by the Holding Company to UBIO CHEMICALS LTD. repayable to the Holding Company over 20 Equal Quarterly Installments commencing June 2009 with prepayment option. Consequent upon the transfer of Distillery undertaking to UBIO CHEMICALS LTD, the Holding Company, due to its strategic reasons, entered into share purchase Agreement on 30th March 2009 for the sale and transfer of its entire shareholding of 4,12,50,000 Equity Shares of Rs.10/- each in UBIO CHEMICALS LTD. together with the management and control of the UBIO CHEMICALS LTD. to a third party for a total consideration of Rs.4125.00 Lacs. Out of the total shareholding, 2,10,37,500 Equity Shares being 51% shareholding have already been transferred against the receipt of consideration of Rs. 2103.75 Lacs and the balance 2,02,12,500 numbers of equity shares being 49% shareholding have been agreed to be transferred within 90 days of the share purchase agreement against receipt of balance consideration. The management and control of UBIO Chemicals Ltd., have also been handed over to the third party. 9 EARNING PER SHARE The following disclosure is made, as required by Accounting Standard-20 (AS-20) on "Earning Per Share", issued by The Institute of Chartered Accountants of India :- Current Year Previous Year (A) (i) Profi t for the year, after Adjustments, before exceptional items (viz. Numerator) (Rs. in lacs) 15328.56 10984.17 (ii) Profi t for the year, after Adjustments, after exceptional items (viz. Numerator) (Rs. in lacs) 18648.94 10984.17 (B) (i) Opening Balance of Equity Shares Add : 65006646 51630646 Weighted Average Factor of Equity Shares Issued Weighted Average Number of Equity Shares (viz. denominator) for Basic - 3938315 Earning Per Share 65006646 55568961 TWENTIETH ANNUAL REPORT 2008 - 2009
DIRECTOR’S CONSOLIDATED REPORT SCHEDULE UFLEX LIMITED Current Year Previous Year (ii) Opening Balance of Equity Shares 65006646 51630646 Add : Weighted Average Factor of FCCB's 7247989 20061486 Weighted Average Factor of Equity Warrants 8735000 8537606 Weighted Average Factor of Equity Shares Issued - 837603 Weighted Average Number of Equity Shares (viz. denominator) for Diluted Earning Per Share 80989635 81067341 (C) Nominal Value Per Share Rs. 10/- Rs. 10/- (D) (i) Before Exceptional Items (a) Basic Earning Per Share (A(i)/B(i)) (Rs.) 23.58 19.77 (b) Diluted Earning Per Share (A(i)/B(ii)) (Rs.) 19.09 13.55 (ii) After Exceptional Items (a) Basic Earning Per Share (A(ii)/B(i)) (Rs.) 28.69 19.77 (b) Diluted Earning Per Share (A(ii)/B(ii)) (Rs.) 23.19 13.55 ADDITIONAL DISCLOSURE FOR JOINT VENTURE 10 Company's share in assets, liabilities, income and expenses of the Joint Venture, as included in Consolidated Financial Statements are as under: (Rs. in lacs) Current Year Previous Year Reserve & Surplus Fixed Assets 20.81 - Gross Block 58.61 - Less : Depreciation 2.58 - Net Block 56.03 - Capital Work-in-Progress Current Assets, Loans and Advances 1536.29 1592.32 - - Inventories 2.83 - Sundry Debtors 15.29 - Cash & Bank Balances 44.56 - Loans & Advances Current Liabilities & Provisions 1343.15 1405.83 - - Current Liabilities 2220.59 2220.59 - - Total Income 65.85 - Total Expenses 41.61 - 11 Following disclosures are made, as per Accounting Standard-18 (AS-18), regarding, “Related Party Disclosures”, issued by The Institute of Chartered Accountants of India:- (a) List of Related Parties : i) Joint Venture : QCELL Limited ii) Associate : Flex Foods Limited iii) Key Management Personnel & their relatives (also exercising signifi cant infl uence over the Company): Mr. Ashok Chaturvedi, Chairman & Managing Director, Mr. S.K. Kaushik, Wholetime Director, Mrs. Rashmi Chaturvedi (Director of Flex Middle East FZE), Mr. Pradeep Tyle (Director of Flex Middle East FZE), Mr. R.K.Jain (Director of Flex Middle East FZE), Mr. P.L.Sirsamkar (Director of Flex Middle East FZE) and Mr. Anantshree Chaturvedi (Director of Flex Middle East FZE) iv) Enterprises in which the persons referred in (iii) along with their relatives exercise signifi cant infl uence: Flex International (P) Ltd., Anshika Investments (P) Ltd., Ultimate Flexipack Ltd., A.R.Infrastructure & Projects Pvt.Ltd., Anant Overseas (P) Ltd., Apoorva Extrusion (P) Ltd., Anshikha Consultants (P) Ltd., A.R.Leasing (P) Limited, Cinfl ex Infotech (P) Ltd., Ultimate Enterprises (P) Ltd., AR Aerotech (P) Ltd., AR Airways (P) Ltd., Kaya Kalpa Medical Services (P) Ltd., AC Infrastructures (P) Ltd., Club One Airways (P) Ltd., Flex Industries (P) Ltd., AC Infratech (P) Ltd., RC Properties (P) Ltd., A to Z Infratech (P) Ltd. and Ultimate Infratech (P) Ltd. TWENTIETH ANNUAL REPORT 2008 - 2009 | 69 | C O N S O L I D A T E D
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Stone Laying Ceremony - Egypt Plant
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Our vision is to create total fl ex
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The Company has reaffirmed its conv
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CORPORATE INFORMATION UFLEX LIMITED
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Key People Shri Pradeep Tyle Sr. Pr
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DIRECTOR’S REPORT | 2 | UFLEX LIM
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DIRECTOR’S REPORT Sl. No. | 4 | U
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DIRECTOR’S REPORT 3. Future plan
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UFLEX LIMITED MANAGEMENT DISCUSSION
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UFLEX LIMITED MANAGEMENT DISCUSSION
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UFLEX LIMITED DIRECTOR’S FLEX AME
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DIRECTOR’S UTECH RETAILERS REPORT
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DIRECTOR’S AKC DEVELOPERS REPORT
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