PURSUANT TO APPLICABLE PROVISIONS OF THE COMPANIES ACT, 2013 THE BOARD, IN CONSULTATION WITH ITS NOMINATION & REMUNERATION COMMITTEE, HAS FORMULATED A FRAMEWORK CONTAINING, INTER-ALIA, THE PROCESS, FORMAT, ATTRIBUTES AND CRITERIA FOR PERFORMANCE EVALUATION OF THE ENTIRE BOARD OF THE COMPANY, ITS COMMITTEES AND INDIVIDUAL DIRECTORS, INCLUDING INDEPENDENT DIRECTORS.THE FRAMEWORK IS MONITORED, REVIEWED AND UPDATED BY THE BOARD, IN CONSULTATION WITH THE NOMINATION AND REMUNERATION COMMITTEE, BASED ON NEED AND NEW COMPLIANCE REQUIREMENTS. EVALUATION OF THE BOARD AND ITS COMMITTEES IS BASED ON VARIOUS ASPECTS OF THEIR FUNCTIONING, SUCH AS, ADEQUACY OF THE CONSTITUTION AND COMPOSITION OF THE BOARD AND ITS COMMITTEES, MATTERS ADDRESSED IN THE MEETINGS, PROCESSES FOLLOWED AT THE MEETING, BOARD’S FOCUS, REGULATORY COMPLIANCES AND CORPORATE GOVERNANCE, ETC., ARE IN PLACE. SIMILARLY, FOR EVALUATION OF INDIVIDUAL DIRECTOR’S PERFORMANCE, VARIOUS PARAMETERS LIKE DIRECTOR’S PROFILE, CONTRIBUTION IN BOARD AND COMMITTEE MEETINGS, EXECUTION AND PERFORMANCE OF SPECIFIC DUTIES, OBLIGATIONS, REGULATORY COMPLIANCES AND GOVERNANCE, ETC., ARE CONSIDERED. ACCORDINGLY, THE ANNUAL PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEES AND EACH DIRECTOR WAS CARRIED OUT FOR THE FINANCIAL YEAR 2022-23 BY NOMINATION AND REMUNERATION COMMITTEE IN CONSULTATION WITH THE BOARD. THE PERFORMANCE EVALUATION OF ALL THE INDEPENDENT DIRECTORS HAVE BEEN DONE BY THE ENTIRE BOARD, EXCLUDING THE DIRECTOR BEING EVALUATED. ON THE BASIS OF PERFORMANCE EVALUATION DONE BY THE BOARD, IT DETERMINES WHETHER TO EXTEND OR CONTINUE THEIR TERM OF APPOINTMENT, WHENEVER THEIR RESPECTIVE TERM EXPIRES. THE DIRECTORS EXPRESSED THEIR SATISFACTION WITH THE EVALUATION PROCESS. |