| THE BOARD HAD CARRIED OUT AN ANNUAL EVALUATION OF ITS OWN PERFORMANCE AND OF ITS COMMITTEES AS WELL AS THE PERFORMANCE OF EACH INDIVIDUAL DIRECTORS. BOARD EVALUATION CRITERIA FEEDBACK WAS SOUGHT BASED ON THE EVALUATION CRITERIA APPROVED BY THE NRC FOR EVALUATING THE PERFORMANCE OF THE BOARD, ITS COMMITTEES, AND INDIVIDUAL DIRECTORS. EVALUATION IS DONE ON THE FOLLOWING PARAMETERS. 1. THE BOARD – BOARD ADMINISTRATION, OVERALL BOARD EFFECTIVENESS, GOVERNANCE AND COMPLIANCE, MEMBER EFFECTIVENESS, ETHICS, CHAIRMAN, BOARD COMMITTEES, MEETING THROUGH VIDEO CONFERENCING, MISCELLANEOUS. 2. BOARD COMMITTEES – COMMITTEE EFFECTIVENESS COMPONENT INCLUDING THE FREQUENCY OF THE MEETINGS, THE CHAIRPERSON OF THE COMMITTEE, THE TIME ALLOTTED FOR AGENDA ITEMS, PROPER AGENDA PAPERS AND OTHER REQUIRED DOCUMENTS, HEALTHY DEBATES AND DISCUSSIONS, ACTION TAKEN POINTS FROM THE PREVIOUS COMMITTEE MEETINGS, INFORMATION FLOW, RECOMMENDATIONS TO THE BOARD, ETC. 3. EXECUTIVE DIRECTORS – ATTENDANCE AT THE MEETINGS, ENGAGEMENT WITH FELLOW BOARD MEMBERS, EMPLOYEES, STRATEGY MAKING, RISK MANAGEMENT, MANAGEMENT OF THE COMPANY AND ITS EMPLOYEES DURING THE ONGOING PANDEMIC SITUATION ETC. 4. THE CHAIRMAN – LEADERSHIP OF THE BOARD, PROMOTING EFFECTIVE PARTICIPATION OF ALL BOARD MEMBERS IN THE DECISION-MAKING PROCESS, ENCOURAGING DELIBERATIONS ON IMPORTANT MATTERS ETC.5. INDEPENDENT DIRECTORS – INDEPENDENCE FROM THE COMPANY, EXERCISING INDEPENDENT JUDGEMENT IN DECISION-MAKING, CONTRIBUTING STRONGLY TO THE OBJECTIVITY OF THE BOARD’S DELIBERATIONS BASED ON THEIR EXTERNAL EXPERTISE, ATTENDANCE AT MEETINGS ETC. THE PERFORMANCE OF INDEPENDENT DIRECTORS WAS ALSO EVALUATED BY THE ENTIRE BOARD AND IN SUCH EXERCISE, THE DIRECTOR CONCERNED WHOSE PERFORMANCE WAS BEING EVALUATED DIDN’T PARTICIPATE. THE EVALUATION REPORT WAS ALSO DISCUSSED AT THE MEETING OF THE BOARD OF DIRECTORS. THE BOARD DELIBERATED OVER THE SUGGESTIONS AND INPUTS TO AUGMENT ITS OWN EFFECTIVENESS AND OPTIMISE THE INDIVIDUAL STRENGTHS OF THE DIRECTORS. THE DIRECTORS WERE SATISFIED WITH THE COMPANY’S STANDARD OF GOVERNANCE, ITS TRANSPARENCY, MEETING PRACTICES AND OVERALL BOARD EFFECTIVENESS. THE SUGGESTIONS GIVEN BY THE INDEPENDENT DIRECTORS WERE DULY INCORPORATED. |