| PURSUANT TO THE PROVISIONS OF SECTION 178 READ WITH SCHEDULE IV OF THE ACT AND REGULATION 17 READ WITH PART D OF SCHEDULE II TO THE SEBI LISTING REGULATIONS, THE BOARD OF DIRECTORS HAVE CARRIED OUT THE ANNUAL PERFORMANCE EVALUATION OF ITS OWN PERFORMANCE, THE DIRECTORS INDIVIDUALLY AS WELL AS WORKING OF ITS AUDIT, NOMINATION AND REMUNERATION, STAKEHOLDERS RELATIONSHIP, RISK MANAGEMENT AND CORPORATE SOCIAL RESPONSIBILITY COMMITTEES. A STRUCTURED QUESTIONNAIRE WAS PREPARED FOR THE BOARD EVALUATION PROCESS FOR THE FINANCIAL YEAR 2021-22, COVERING VARIOUS ASPECTS OF THE BOARD’S FUNCTIONING SUCH AS PROPER MIX OF COMPETENCIES, SUFFICIENT DIVERSITY AND REVIEWING OF COMPANY’S BUSINESS, FINANCIAL PERFORMANCE, GOVERNANCE AND COMPLIANCE ETC. A SEPARATE EXERCISE WAS CARRIED OUT TO EVALUATE THE PERFORMANCE OF INDIVIDUAL DIRECTORS, WHO WERE EVALUATED ON PARAMETERS SUCH AS LEVEL OF ENGAGEMENT AND CONTRIBUTION, INDEPENDENCE OF JUDGEMENT, SAFEGUARDING THE INTEREST OF THE STAKEHOLDERS OF THE COMPANY ETC. THE INDEPENDENT DIRECTORS OF THE COMPANY MET ON MAY 09, 2022, WITHOUT THE PRESENCE OF NON-INDEPENDENT DIRECTORS AND MEMBERS OF THE MANAGEMENT TO REVIEW THE PERFORMANCE OF NON-INDEPENDENT DIRECTORS AND THE BOARD OF DIRECTORS AS A WHOLE, TO REVIEW THE PERFORMANCE OF THE CHAIRPERSON AND MANAGING DIRECTOR OF THE COMPANY, AND TO ASSESS THE QUALITY, QUANTITY AND TIMELINESS OF FLOW OF INFORMATION BETWEEN THE MANAGEMENT AND THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR 2021-22. THE PERFORMANCE EVALUATION OF THE INDEPENDENT DIRECTORS WAS CARRIED OUT BY THE ENTIRE BOARD. THE FINAL OUTCOME OF THE BOARD EVALUATION PROCESS FOR THE FINANCIAL YEAR 2021-22 WAS PLACED BEFORE THE BOARD OF DIRECTORS AT ITS MEETING HELD ON MAY 19, 2022 AND THE DIRECTORS EXPRESSED THEIR SATISFACTION WITH THE EVALUATION PROCESS CARRIED OUT. |
| THE PROCESS APPROVED BY THE NOMINATION AND REMUNERATION COMMITTEE REQUIRES THE CHAIRMAN TO INITIATE THE PERFORMANCE EVALUATION PROCESS IN THE MONTH OF APRIL EVERY YEAR. PERFORMANCE EVALUATION IS CONDUCTED BASED ON APPROVED CRITERIA. HIGHLIGHTS OF THE PROCESS ARE AS UNDER: A) BOARD: EACH BOARD MEMBER COMPLETES THE SELF-EVALUATION FORM. INDEPENDENT DIRECTORS DISCUSS THE SELF-EVALUATION FORMS IN A SEPARATE MEETING AND SHARE THEIR FEEDBACK WITH THE CHAIRMAN. THE CHAIRMAN DISCUSSES THE EVALUATION FORM ANALYSIS WITH THE MANAGING DIRECTOR AND LATER WITH THE ENTIRE BOARD AT THE BOARD MEETING. B) COMMITTEES: EACH COMMITTEE MEMBER COMPLETES THE SELF-EVALUATION FORM AND SHARES FEEDBACK WITH THE CHAIRMAN. THE CHAIRMAN DISCUSSES THE EVALUATION FORM ANALYSIS WITH THE MANAGING DIRECTOR AND LATER WITH THE ENTIRE BOARD AT THE BOARD MEETING. C) CHAIRMAN AND EXECUTIVE DIRECTORS: EACH BOARD MEMBER COMPLETES THE PEEREVALUATION FORM. INDEPENDENT DIRECTORS DISCUSS THE PEER-EVALUATION FORMS IN A SEPARATE MEETING AND SHARE THEIR FEEDBACK WITH THE CHAIRMAN. THE CHAIRMAN CONVEYS FEEDBACK INDIVIDUALLY TO THE CONCERNED DIRECTORS. D) INDEPENDENT DIRECTORS: EACH BOARD MEMBER COMPLETES THE PEER-EVALUATION AND SHARES FEEDBACK WITH THE CHAIRMAN. THE EVALUATION OF INDEPENDENT DIRECTORS IS DONE BY THE ENTIRE BOARD OF DIRECTORS IN ACCORDANCE WITH THE LISTING REGULATIONS. THE CHAIRMAN CONVEYS FEEDBACK INDIVIDUALLY TO THE CONCERNED DIRECTORS. |
| THE PROCESS APPROVED BY THE NOMINATION AND REMUNERATION COMMITTEE REQUIRES THE CHAIRMAN TO INITIATE THE PERFORMANCE EVALUATION PROCESS IN THE MONTH OF APRIL EVERY YEAR. PERFORMANCE EVALUATION IS CONDUCTED BASED ON APPROVED CRITERIA. HIGHLIGHTS OF THE PROCESS ARE AS UNDER: A) BOARD: EACH BOARD MEMBER COMPLETES THE SELF-EVALUATION FORM. INDEPENDENT DIRECTORS DISCUSS THE SELF-EVALUATION FORMS IN A SEPARATE MEETING AND SHARE THEIR FEEDBACK WITH THE CHAIRMAN. THE CHAIRMAN DISCUSSES THE EVALUATION FORM ANALYSIS WITH THE MANAGING DIRECTOR AND LATER WITH THE ENTIRE BOARD AT THE BOARD MEETING. B) COMMITTEES: EACH COMMITTEE MEMBER COMPLETES THE SELF-EVALUATION FORM AND SHARES FEEDBACK WITH THE CHAIRMAN. THE CHAIRMAN DISCUSSES THE EVALUATION FORM ANALYSIS WITH THE MANAGING DIRECTOR AND LATER WITH THE ENTIRE BOARD AT THE BOARD MEETING. C) CHAIRMAN AND EXECUTIVE DIRECTORS: EACH BOARD MEMBER COMPLETES THE PEEREVALUATION FORM. INDEPENDENT DIRECTORS DISCUSS THE PEER-EVALUATION FORMS IN A SEPARATE MEETING AND SHARE THEIR FEEDBACK WITH THE CHAIRMAN. THE CHAIRMAN CONVEYS FEEDBACK INDIVIDUALLY TO THE CONCERNED DIRECTORS. INDEPENDENT DIRECTORS: EACH MEMBER OF THE BOARD COMPLETES THE PEER-EVALUATION AND SHARES FEEDBACK WITH THE CHAIRMAN. THE EVALUATION OF INDEPENDENT DIRECTORS IS DONE BY THE ENTIRE BOARD OF DIRECTORS IN ACCORDANCE WITH THE SEBI LISTING REGULATIONS. THE CHAIRMAN CONVEYS FEEDBACK INDIVIDUALLY TO THE CONCERNED DIRECTORS. |
| PURSUANT TO THE PROVISIONS OF SECTION 178 READ WITH SCHEDULE IV OF THE ACT AND REGULATION 17 READ WITH PART D OF SCHEDULE II TO THE SEBI LISTING REGULATIONS, YOUR COMPANY HAS IN PLACE A BOARD EVALUATION PROCESS FOR THE BOARD OF DIRECTORS AS A WHOLE, BOARD COMMITTEES AND ALSO FOR THE DIRECTORS (EXECUTIVE AND NON–EXECUTIVE) INDIVIDUALLY BY SEEKING RESPONSES/INPUTS FROM ALL THE DIRECTORS TO AN ASSESSMENT QUESTIONNAIRE. A STRUCTURED QUESTIONNAIRE WAS PREPARED FOR THE BOARD EVALUATION PROCESS FOR THE FINANCIAL YEAR 2023–24, COVERING VARIOUS ASPECTS OF THE BOARD’S FUNCTIONING SUCH AS PROPER MIX OF COMPETENCIES, SUFFICIENT DIVERSITY AND REVIEWING OF COMPANY’S BUSINESS, FINANCIAL PERFORMANCE, GOVERNANCE AND COMPLIANCE ETC. A SEPARATE EXERCISE WAS CARRIED OUT TO EVALUATE THE PERFORMANCE OF INDIVIDUAL DIRECTORS, WHO WERE EVALUATED ON PARAMETERS SUCH AS LEVEL OF ENGAGEMENT AND CONTRIBUTION, INDEPENDENCE OF JUDGEMENT, SAFEGUARDING THE INTEREST OF THE STAKEHOLDERS OF THE COMPANY ETC. THE INDEPENDENT DIRECTORS OF THE COMPANY MET ON APRIL 03, 2024, WITHOUT THE PRESENCE OF NON–INDEPENDENT DIRECTORS AND MEMBERS OF THE MANAGEMENT TO REVIEW THE PERFORMANCE OF NON–INDEPENDENT DIRECTORS AND THE BOARD OF DIRECTORS AS A WHOLE, TO REVIEW THE PERFORMANCE OF THE CHAIRPERSON, MANAGING DIRECTOR AND WHOLE–TIME DIRECTOR OF THE COMPANY, AND TO ASSESS THE QUALITY, QUANTITY AND TIMELINESS OF FLOW OF INFORMATION BETWEEN THE MANAGEMENT AND THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR 2023–24. THE PERFORMANCE EVALUATION OF THE INDEPENDENT DIRECTORS WAS CARRIED OUT BY THE ENTIRE BOARD. THE FINAL OUTCOME OF THE BOARD EVALUATION PROCESS FOR THE FINANCIAL YEAR 2023–24 WAS PLACED BEFORE THE BOARD OF DIRECTORS AT ITS MEETING HELD ON MAY 10, 2024 AND THE DIRECTORS EXPRESSED THEIR SATISFACTION WITH THE EVALUATION PROCESS CARRIED OUT. |
| PURSUANT TO THE PROVISIONS OF SECTION 178 READ WITH SCHEDULE IV OF THE ACT AND REGULATION 17 READ WITH PART D OF SCHEDULE II TO THE SEBI LISTING REGULATIONS, THE BOARD OF DIRECTORS HAVE CARRIED OUT THE ANNUAL PERFORMANCE EVALUATION OF ITS OWN PERFORMANCE, THE DIRECTORS INDIVIDUALLY AS WELL AS WORKING OF ITS AUDIT, NOMINATION AND REMUNERATION, STAKEHOLDERS RELATIONSHIP, RISK MANAGEMENT AND CORPORATE SOCIAL RESPONSIBILITY COMMITTEES. A STRUCTURED QUESTIONNAIRE WAS PREPARED FOR THE BOARD EVALUATION PROCESS FOR THE FINANCIAL YEAR 2022-23, COVERING VARIOUS ASPECTS OF THE BOARD’S FUNCTIONING SUCH AS PROPER MIX OF COMPETENCIES, SUFFICIENT DIVERSITY AND REVIEWING OF COMPANY’S BUSINESS, FINANCIAL PERFORMANCE, GOVERNANCE AND COMPLIANCE ETC. A SEPARATE EXERCISE WAS CARRIED OUT TO EVALUATE THE PERFORMANCE OF INDIVIDUAL DIRECTORS, WHO WERE EVALUATED ON PARAMETERS SUCH AS LEVEL OF ENGAGEMENT AND CONTRIBUTION, INDEPENDENCE OF JUDGEMENT, SAFEGUARDING THE INTEREST OF THE STAKEHOLDERS OF THE COMPANY ETC. THE INDEPENDENT DIRECTORS OF THE COMPANY MET ON APRIL 03, 2023, WITHOUT THE PRESENCE OF NON-INDEPENDENT DIRECTORS AND MEMBERS OF THE MANAGEMENT TO REVIEW THE PERFORMANCE OF NON-INDEPENDENT DIRECTORS AND THE BOARD OF DIRECTORS AS A WHOLE, TO REVIEW THE PERFORMANCE OF THE CHAIRPERSON, MANAGING DIRECTOR AND WHOLE-TIME DIRECTOR OF THE COMPANY, AND TO ASSESS THE QUALITY, QUANTITY AND TIMELINESS OF FLOW OF INFORMATION BETWEEN THE MANAGEMENT AND THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR 2022-23. THE PERFORMANCE EVALUATION OF THE INDEPENDENT DIRECTORS WAS CARRIED OUT BY THE ENTIRE BOARD. THE FINAL OUTCOME OF THE BOARD EVALUATION PROCESS FOR THE FINANCIAL YEAR 2022-23 WAS PLACED BEFORE THE BOARD OF DIRECTORS AT ITS MEETING HELD ON MAY 10, 2023 AND THE DIRECTORS EXPRESSED THEIR SATISFACTION WITH THE EVALUATION PROCESS CARRIED OUT. |