PURSUANT TO THE PROVISIONS OF SECTION 178 OF THE COMPANIES ACT, 2013 AND REGULATION 19 OF THE LISTING REGULATIONS, THE BOARD HAS ADOPTED A POLICY TO EVALUATE PERFORMANCE OF EACH DIRECTOR, THE BOARD AS A WHOLE, ITS COMMITTEES AND THE CHAIRMAN. EVALUATION IS CARRIED OUT BY THE BOARD, NRC AND BY THE INDEPENDENT DIRECTORS. A STRUCTURED QUESTIONNAIRE WAS PREPARED FOR THE DIRECTORS CONSIDERING VARIOUS FACTORS FOR EVALUATION INCLUDING CONTRIBUTION TO THE BOARD WORK, DOMAIN EXPERTISE, STRATEGIC VISION, INDUSTRY KNOWLEDGE, PARTICIPATION, EFFECTIVENESS, AND QUALITY OF DISCUSSIONS ETC. THE COMPANY HAS CONDUCTED ONLINE SURVEY FOR EVALUATION OF THE BOARD AND ITS COMMITTEES, INDEPENDENT DIRECTORS, NON-EXECUTIVE DIRECTORS, EXECUTIVE DIRECTORS, AND THE CHAIRMAN OF THE COMPANY. PERFORMANCE OF THE BOARD WAS EVALUATED BY EACH DIRECTOR ON THE PARAMETERS SUCH AS ITS ROLES AND RESPONSIBILITIES, BUSINESS RISKS, CONTRIBUTION TO THE DEVELOPMENT OF STRATEGY AND EFFECTIVE RISK MANAGEMENT, UNDERSTANDING OF OPERATIONAL PROGRAMMES, AVAILABILITY OF QUALITY INFORMATION IN A TIMELY MANNER ETC. INDEPENDENT DIRECTORS ALSO CARRIED OUT EVALUATION OF THE BOARD PERFORMANCE. BOARD COMMITTEES WERE EVALUATED BY BOARD MEMBERS ON THE PARAMETERS SUCH AS ROLE AND RESPONSIBILITIES, EFFECTIVENESS OF THE COMMITTEE VIS-A-VIS ASSIGNED ROLE, APPROPRIATENESS OF COMMITTEE COMPOSITION, TIMELY RECEIPT OF INFORMATION BY THE COMMITTEE, KNOWLEDGE UPDATION BY THE COMMITTEE MEMBERS ETC. DIRECTORS WERE ALSO EVALUATED INDIVIDUALLY BY ALL OTHER DIRECTORS (EXCEPT THE DIRECTOR HIMSELF) ON THE PARAMETERS OF HIS / HER VIGILANCE AT THE BOARD MEETINGS, DEVOTION OF TIME AND EFFORTS TO UNDERSTAND THE COMPANY AND ITS BUSINESS, QUALITY IN CONTRIBUTIONS AT THE BOARD MEETINGS, APPLICATION OF KNOWLEDGE AND EXPERIENCE WHILE CONSIDERING THE STRATEGY, EFFECTIVENESS OF FOLLOW-UP IN THE AREAS OF CONCERN, COMMUNICATION WITH BOARD MEMBERS, SENIOR MANAGEMENT AND KMP. THE DIRECTORS EXPRESSED THEIR SATISFACTION WITH THE ENTIRE EVALUATION PROCESS. |