| THE ANNUAL PERFORMANCE EVALUATION FOR THE FY 2024-25 OF THE BOARD, INDIVIDUAL DIRECTORS (INCLUDING MANAGING DIRECTOR/EXECUTIVE DIRECTOR, CHAIRPERSON, AND INDEPENDENT DIRECTORS OF THE COMPANY), COMMITTEES OF THE BOARD, SELF- EVALUATION OF INDIVIDUAL DIRECTORS (EXCLUDING THE DIRECTOR BEING EVALUATED), AND PEER-TO- PEER EVALUATION WAS CONDUCTED PURSUANT TO THE APPLICABLE PROVISIONS OF THE COMPANIES ACT, 2013, SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015, THE GUIDANCE NOTE ISSUED BY SEBI PERTAINING TO THE BOARD EVALUATION PROCESS, AND THE GUIDANCE NOTE ON BOARD EVALUATION PROCESS ISSUED BY THE INSTITUTE OF COMPANY SECRETARIES OF INDIA (ICSI). THE PERFORMANCE EVALUATION WAS CARRIED OUT BY THE NOMINATION & REMUNERATION COMMITTEE (NRC), INDEPENDENT DIRECTORS, AND THE BOARD IN THEIR RESPECTIVE MEETINGS FOR THE FY 2024-25. THE DETAILED PROCESS OF THE PERFORMANCE EVALUATION WAS OUTLINED IN THE EVALUATION KIT. COMPREHENSIVE QUESTIONNAIRES WERE CIRCULATED TO EACH DIRECTOR FOR THE ASSESSMENT OF THE BOARD, COMMITTEES, INDEPENDENT DIRECTORS, NON-INDEPENDENT DIRECTORS, MANAGING DIRECTOR/ EXECUTIVE DIRECTOR/CHAIRPERSON, SELF-EVALUATION, AND PEER-TO-PEER EVALUATION OF DIRECTORS. AFTER COMPLETING THE QUESTIONNAIRES, THE DIRECTORS SUBMITTED THEM TO THE CHAIRPERSON OF THE NRC, WHO PREPARED A CONSOLIDATED REPORT ALONG WITH AVERAGE SCORING BASED ON THE PARAMETERS SPECIFIED IN THE QUESTIONNAIRES. THE FINDINGS WERE (2) REVIEW OF MEASURES TAKEN FOR EFFECTIVE EXERCISE OF VOTING RIGHTS BY SHAREHOLDERS. (3) REVIEWING ADHERENCE TO THE SERVICE STANDARDS ADOPTED BY THE LISTED ENTITY IN RESPECT OF VARIOUS SERVICES RENDERED BY THE REGISTRAR & SHARE TRANSFER AGENT. (4) REVIEWING THE VARIOUS MEASURES AND INITIATIVES TAKEN BY THE LISTED ENTITY FOR REDUCING THE QUANTUM OF UNCLAIMED DIVIDENDS AND ENSURING THE TIMELY RECEIPT OF DIVIDEND WARRANTS, ANNUAL REPORTS, AND STATUTORY NOTICES BY THE SHAREHOLDERS OF THE COMPANY. |
| THE ANNUAL PERFORMANCE EVALUATION FOR THE FINANCIAL YEAR 2023-2024 OF THE BOARD, INDIVIDUAL DIRECTORS (INCLUDING MANAGING DIRECTOR/ EXECUTIVE DIRECTOR, CHAIRPERSON AND INDEPENDENT DIRECTOR OF THE COMPANY), COMMITTEES OF THE BOARD, SELF EVALUATION OF INDIVIDUAL DIRECTORS, EXCLUDING THE DIRECTOR BEING EVALUATED AND PEER-TO-PEER EVALUATION HAS BEEN CONDUCTED PURSUANT TO THE APPLICABLE PROVISIONS OF COMPANIES ACT, 2013, SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015, GUIDANCE NOTE ISSUED BY SEBI PERTAINING TO BOARD EVALUATION PROCESS AND ALSO GUIDANCE NOTE ON BOARD EVALUATION PROCESS ISSUED BY INSTITUTE OF COMPANY SECRETARIES OF INDIA (ICSI). THE PERFORMANCE EVALUATION WAS CARRIED OUT BY NRC, INDEPENDENT DIRECTORS AND BOARD IN THEIR RESPECTIVE MEETINGS, FOR THE FINANCIAL YEAR 2023-2024. THE DETAILED PROCESS OF PERFORMANCE EVALUATION HAS BEEN EXPLAINED IN THE EVALUATION KIT. DETAILED QUESTIONNAIRES WERE SENT TO EACH DIRECTOR FOR ASSESSMENT OF BOARD, COMMITTEES, INDEPENDENT DIRECTOR, NON INDEPENDENT DIRECTOR, MANAGING DIRECTOR /EXECUTIVE DIRECTOR/ CHAIRPERSON, SELF EVALUATION AND PEER-TO-PEER EVALUATION OF DIRECTORS. AFTER FILLING IN THE QUESTIONNAIRES, THE DIRECTORS RETURNED THE SAME TO THE CHAIRMAN OF NOMINATION AND REMUNERATION COMMITTEE WHO, IN TURN, HAD PREPARED A CONSOLIDATED REPORT ALONGWITH AVERAGE SCORING BASED ON PARAMETERS AS SPECIFIED IN THE QUESTIONNAIRES, REPRESENTED BY GRAPH ON THE BASIS OF DATA CONSOLIDATED AND ANALYSED FROM HIS END. THE CHAIRMAN HAS INDIVIDUAL DISCUSSION WITH EACH DIRECTOR AND NOTED THEIR FEEDBACK AND COMMENTS FOR EVALUATION. THE REPORT PREPARED WAS TABLED AT THE RESPECTIVE MEETINGS OF THE INDEPENDENT DIRECTOR AND NOMINATION AND REMUNERATION COMMITTEE AND BEFORE THE BOARD. FURTHER, COMMENTS RECEIVED FROM MEETINGS OF BOTH INDEPENDENT DIRECTORS & NRC WERE DISCUSSED IN BOARD MEETING ALONG WITH EVALUATION CARRIED OUT BY BOARD ITSELF I.E. SELF EVALUATION OF BOARD, COMMITTEE, INDEPENDENT AND NON-INDEPENDENT DIRECTORS INCLUDING CHAIRMAN /MANAGING DIRECTOR. THE TERMS OF APPOINTMENT/ RE-APPOINTMENT OF INDEPENDENT DIRECTOR, WHETHER TO EXTEND OR CONTINUE, IS ON BASIS OF THE REPORT OF PERFORMANCE EVALUATION. CHAIRMAN FURTHER PLACED BEFORE THE BOARD THAT PERFORMANCE EVALUATION OF ALL DIRECTORS HAS BEEN CARRIED OUT BY NRC AND DISCUSSED IN THEIR MEETING HELD ON 2ND FEBRUARY, 2024. FURTHER, INDEPENDENT DIRECTOR HAS PRESENTED THEIR REPORT TO THE BOARD BASED ON THE EVALUATION CONDUCTED BY THEM IN THEIR RESPECTIVE MEETING HELD ON 10TH JANUARY, 2024. THE BOARD HAD A DETAILED DISCUSSION BASED ON THE REPORTS RECEIVED BY IT FROM THE NOMINATION & REMUNERATION COMMITTEE AND THE INDEPENDENT DIRECTOR MEETING. ON THE BASIS OF CONSOLIDATED VIEWS, SUGGESTION AND REPORTS WITH SCORE SHARED BY CHAIRMAN OF NRC AFTER COLLATING FROM ALL MEMBERS, BOARD HAS CONDUCTED ITS SELF-EVALUATION, EVALUATION OF COMMITTEES OF THE BOARD AND INDIVIDUAL DIRECTORS INCLUDING INDEPENDENT DIRECTORS, EXCLUDING THE DIRECTOR BEING EVALUATED. THE CONSOLIDATED EVALUATION REPORT OF THE BOARD, BASED ON INPUTS RECEIVED FROM THE DIRECTORS AND SCORES SHARED BY CHAIRMAN OF NRC AFTER COLLATING FROM ALL MEMBERS AND AS PER REPORT PRESENTED BY INDEPENDENT DIRECTORS WAS DISCUSSED AT THE MEETING OF THE BOARD HELD ON 3RD FEBRUARY, 2024. |
| THE ANNUAL PERFORMANCE EVALUATION FOR THE FINANCIAL YEAR 2022-2023 OF THE BOARD, INDIVIDUAL DIRECTORS (INCLUDING MANAGING DIRECTOR/ EXECUTIVE DIRECTOR, CHAIRPERSON AND INDEPENDENT DIRECTOR OF THE COMPANY), COMMITTEES OF THE BOARD, SELF EVALUATION OF INDIVIDUAL DIRECTORS, EXCLUDING THE DIRECTOR BEING EVALUATED AND PEER-TO-PEER EVALUATION HAS BEEN CONDUCTED PURSUANT TO THE APPLICABLE PROVISIONS OF COMPANIES ACT, 2013, SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015, GUIDANCE NOTE ISSUED BY SEBI PERTAINING TO BOARD EVALUATION PROCESS AND ALSO GUIDANCE NOTE ON BOARD EVALUATION PROCESS ISSUED BY INSTITUTE OF COMPANY SECRETARIES OF INDIA (ICSI) IN AUGUST, 2020. THE PERFORMANCE EVALUATION WAS CARRIED OUT BY NRC, INDEPENDENT DIRECTORS AND BOARD IN THEIR RESPECTIVE MEETINGS, FOR THE FINANCIAL YEAR 2022-2023. THE DETAILED PROCESS OF PERFORMANCE EVALUATION HAS BEEN EXPLAINED IN THE EVALUATION KIT. DETAILED QUESTIONNAIRES WERE SENT TO EACH DIRECTOR FOR ASSESSMENT OF BOARD, COMMITTEES, INDEPENDENT DIRECTOR, NON INDEPENDENT DIRECTOR, MANAGING DIRECTOR /EXECUTIVE DIRECTOR/CHAIRPERSON, SELF EVALUATION AND PEER-TO-PEER EVALUATION OF DIRECTORS. AFTER FILLING IN THE QUESTIONNAIRES, THE DIRECTORS RETURN THE SAME TO THE CHAIRMAN OF NOMINATION AND REMUNERATION COMMITTEE WHO, IN TURN, HAD PREPARED A CONSOLIDATED REPORT ALONGWITH AVERAGE SCORING BASED ON PARAMETERS AS SPECIFIED IN THE QUESTIONNAIRES, REPRESENTED BY GRAPH ON THE BASIS OF DATA CONSOLIDATED AND ANALYSED FROM HIS END. THE CHAIRMAN HAS INDIVIDUAL DISCUSSION WITH EACH DIRECTOR AND NOTED THEIR FEEDBACK AND COMMENTS FOR EVALUATION. THE REPORT PREPARED WAS TABLED AT THE RESPECTIVE MEETINGS OF THE INDEPENDENT DIRECTOR AND NOMINATION AND REMUNERATION COMMITTEE AND BEFORE BOARD. FURTHER, COMMENTS RECEIVED FROM MEETINGS OF BOTH INDEPENDENT DIRECTORS & NRC WERE DISCUSSED IN BOARD MEETING ALONG WITH EVALUATION CARRIED OUT BY BOARD ITSELF I.E. SELF EVALUATION OF BOARD, COMMITTEE, INDEPENDENT AND NON INDEPENDENT DIRECTORS INCLUDING CHAIRMAN /MANAGING DIRECTOR. THE TERMS OF APPOINTMENT/ RE-APPOINTMENT OF INDEPENDENT DIRECTOR, WHETHER TO EXTEND OR CONTINUE, IS ON BASIS OF THE REPORT OF PERFORMANCE EVALUATION. CHAIRMAN FURTHER PLACED BEFORE THE BOARD THAT PERFORMANCE EVALUATION OF ALL DIRECTORS HAS BEEN CARRIED OUT BY NRC AND DISCUSSED IN THEIR MEETING HELD ON 25TH JANUARY, 2023. FURTHER, INDEPENDENT DIRECTOR HAS PRESENTED THEIR REPORT TO THE BOARD BASED ON THE EVALUATION CONDUCTED BY THEM IN THEIR RESPECTIVE MEETING HELD ON 25TH JANUARY, 2023. THE BOARD HAD A DETAILED DISCUSSION BASED ON THE REPORTS RECEIVED BY IT FROM THE NOMINATION & REMUNERATION COMMITTEE AND THE INDEPENDENT DIRECTOR MEETING. ON THE BASIS OF CONSOLIDATED VIEWS, SUGGESTION AND REPORTS WITH SCORE SHARED BY CHAIRMAN OF NRC AFTER COLLATING FROM ALL MEMBERS, BOARD HAS CONDUCTED ITS SELF-EVALUATION, EVALUATION OF COMMITTEES OF THE BOARD AND INDIVIDUAL DIRECTORS INCLUDING INDEPENDENT DIRECTORS, EXCLUDING THE DIRECTOR BEING EVALUATED. |