Merrill Corp - Flex LTD Annual Report Combo Book - FYE 3.31.18 ED | 105176 | 05-Jul-18 19:21 | 18-2481-1.bc | Sequence: 15 CHKSUM Content: 32848 Layout: 28869 Graphics: 17058 CLEAN

Part II—Proposals to be Considered at the 2018 Annual General Meeting of Shareholders Proposal Nos. 1 and 2: Re-Election of Directors

Directors Not Standing for Re-election oie&PoySaeetAnnual Report Notice & Proxy Statement The following are the biographical details for our directors not standing for re-election. Mr. Schulman, who is retiring by rotation pursuant to Article 94 of our Constitution, has decided not to stand for re- election due to other time commitments and will be retiring from the Board effective as of the conclusion of the 2018 annual general meeting. Michael D. Capellas, Summary: Mr. Capellas has served as our non-executive Chairman Chairman of the Board of the Board since June 2017 and as a member of our Board of Directors since March 2014. He has served as Principal at Capellas Principal, Capellas Strategic Partners since June 2013. He served as the Chairman of Strategic Partners the Board of VCE Company, LLC (VCE) from January 2011 until Director Since: 2014 November 2012 and as VCE’s Chief Executive Officer from May 2010 to September 2011. VCE is a joint venture between EMC Corporation Age: 63 and Cisco with investments from VMware, Inc. and Intel Corporation. Board Committees: Mr. Capellas was the Chairman and Chief Executive Officer of First Nominating & Corporate Data Corporation from September 2007 to March 2010. From Governance Committee (Chair) October 2006 to July 2007, Mr. Capellas served as a Senior Advisor at Silver Lake Partners. From November 2002 to January 2006, he served as Chief Executive Officer of MCI, Inc. (MCI), previously WorldCom, Inc. From March 2004 to January 2006, he also served as that company’s President. From November 2002 to March 2004, he was also Chairman of the Board of WorldCom, and he continued to serve as a member of the board of directors of MCI until January 2006. Mr. Capellas left MCI as planned in early January 2006 upon its acquisition by Verizon Communications Inc. Previously, Mr. Capellas was President of Hewlett-Packard Company from May 2002 to November 2002. Before the merger of Hewlett-Packard and Compaq Computer Corporation in May 2002, Mr. Capellas held various positions including President and Chief Executive Officer of Compaq, a position he had held since July 1999, and Chairman of the Board of Compaq, a position he had held since September 2000. Mr. Capellas held earlier positions as Chief Information Officer and Chief Operating Officer of Compaq. Mr. Capellas currently serves on the board of directors of Cisco Systems, Inc. and previously served as lead independent director of MuleSoft, Inc. Qualifications: Mr. Capellas brings experience in executive roles and a background of leading global organizations in the technology industry. Through this experience, he has developed expertise in several valued areas including strategic product development, business development, and finance. Shareholder Info

-15- 2018 Proxy Statement

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