THE BOARD CONDUCTED THE PERFORMANCE EVALUATION OF THE INDIVIDUAL DIRECTORS, BOARD COMMITTEES AND BOARD AS A WHOLE FOR FY 2023-24, IN ACCORDANCE WITH THE PROVISIONS OF THE ACT AND THE SEBI LISTING REGULATIONS, INCLUDING THE GUIDANCE NOTE ON BOARD EVALUATION ISSUED BY THE SEBI ON 5TH JANUARY, 2017.THE NRC APPROVES THE CRITERIA AND THE MECHANISM FOR CARRYING OUT THE SAID PERFORMANCE EVALUATION PROCESS. ACCORDINGLY, THE NRC APPROVED THE ASSESSMENT QUESTIONNAIRE DESIGNED FOR THE ANNUAL PERFORMANCE EVALUATION, WHICH BROADLY COVERED THE FOLLOWING CRITERIA: (I) BOARD - COMPETENCIES, COMPOSITION AND STRUCTURE, BOARD DYNAMICS, BOARD FUNCTIONING, OVERSIGHT OF COMMITTEE COMPOSITION AND FUNCTIONING, ETHICS AND COMPLIANCE. (II) COMMITTEES - COMPOSITION AND QUALITY, PROCESS AND PROCEDURE, TERMS OF REFERENCE AND CERTAIN COMMITTEE SPECIFIC QUESTIONS. (III) CHAIRPERSON - KEY FOCUS AREAS COVERING UNDERSTANDING OF THE ROLE, TEAM WORK ATTRIBUTES, UTILISATION OF DOMAIN EXPERTISE, EFFECTIVE COMMUNICATION, ETC. AND CERTAIN OTHER PARAMETERS SUCH AS EFFICIENT LEADERSHIP, OPEN-MINDED, DRIVER OF INNOVATION, COURTEOUS, PROFESSIONALISM, IMPARTIAL CONDUCT, DEVOTION OF SUFFICIENT TIME, EFFECTIVE COMMUNICATION AND FACILITATION OF PRODUCTIVE DELIBERATION. (IV) INDIVIDUAL DIRECTORS - FUNCTION AND DUTIES, PROFESSIONAL AND ETHICAL CONDUCT, MANAGEMENT RELATIONS, UNDERSTANDING OF ROLE, COMMITMENT, EFFECTIVE CONTRIBUTION, INDEPENDENT VIEW TO DECISION MAKING, UTILISATION OF DOMAIN EXPERTISE, ETC. THE AFORESAID QUESTIONNAIRE WAS CIRCULATED TO ALL THE DIRECTORS OF THE BANK FOR THE ANNUAL PERFORMANCE EVALUATION. THE BOARD EVALUATED THE EFFECTIVENESS OF ITS FUNCTIONING AND THAT OF THE COMMITTEES AND OF INDIVIDUAL DIRECTORS THROUGH THE ANNUAL BOARD EVALUATION PROCESS. THE BANK HAD ENGAGED AN INDEPENDENT PROFESSIONAL SERVICES FIRM FOR ISSUING A REPORT ON THE PERFORMANCE EVALUATION (“BOARD EVALUATION REPORT”), BASED ON THE RESPONSES RECEIVED FROM THE DIRECTORS. THE BOARD EVALUATION REPORT WAS PLACED BEFORE THE INDEPENDENT DIRECTORS AND THE BOARD AT THEIR RESPECTIVE MEETINGS AND PERFORMANCE EVALUATION FOR FY 2023-24 WAS CARRIED OUT BY THEM. THE DIRECTORS NOTED THAT THE RESULTS OF THE PERFORMANCE EVALUATION INDICATED A HIGH DEGREE OF SATISFACTION AMONG THE DIRECTORS. THE BOARD DELIBERATED ON THE REPORT AND BASIS SUGGESTIONS, AGREED TO ENHANCE FOCUS ON IDENTIFIED TOPICS, SUCH AS, TECHNOLOGY AND HUMAN RESOURCES. THESE WILL BE MONITORED AND REPORTED TO THE BOARD PERIODICALLY. |