THE NOMINATION AND REMUNERATION COMMITTEE HAS DEFINED THE EVALUATION CRITERIA FOR THE BOARD, ITS COMMITTEES AND DIRECTORS. THE FUNCTIONING OF THE BOARD WAS EVALUATED BY THE NOMINATION AND REMUNERATION COMMITTEE ON VARIOUS ASPECTS, INCLUDING, DEGREE OF FULFILMENT OF KEY RESPONSIBILITIES, BOARD STRUCTURE, COMPOSITION, ESTABLISHMENT AND DELEGATION OF RESPONSIBILITIES TO VARIOUS COMMITTEES, EFFECTIVENESS OF BOARD PROCESSES, BOARD AND MANAGEMENT RELATIONS, BOARD STRATEGY AND RISK MANAGEMENT, STAKEHOLDER VALUE AND RESPONSIBILITY, INFORMATION AND FUNCTIONING. THE BOARD OF DIRECTORS FORMALLY ASSESS THEIR OWN PERFORMANCE BASED ON PARAMETERS WHICH, INTER-ALIA, INCLUDE PERFORMANCE OF THE BOARD ON DECIDING LONG TERM STRATEGIES, RATING THE COMPOSITION AND MIX OF BOARD MEMBERS, DISCHARGING OF GOVERNANCE AND FIDUCIARY DUTIES, HANDLING CRITICAL AND DISSENTING SUGGESTIONS, ETC. THE PARAMETERS FOR PERFORMANCE EVALUATION OF THE DIRECTORS INCLUDE CONTRIBUTIONS MADE AT THE BOARD MEETING, ATTENDANCE, INSTANCES OF SHARING BEST AND NEXT PRACTICES, DOMAIN KNOWLEDGE, VISION, STRATEGY, ENGAGEMENT WITH SENIOR MANAGEMENT ETC. THE PERFORMANCE EVALUATION OF THE INDEPENDENT DIRECTORS WAS CARRIED OUT BY THE ENTIRE BOARD, EXCLUDING DIRECTORS BEING EVALUATED. INDEPENDENT DIRECTORS WERE EVALUATED BASED ON PARAMETERS, SUCH AS QUALIFICATIONS, EXPERIENCE, KNOWLEDGE AND COMPETENCE. THE PERFORMANCE EVALUATION OF CHAIRMAN, EXECUTIVE AND NON-EXECUTIVE DIRECTORS WERE CARRIED OUT BY THE INDEPENDENT DIRECTORS WHO ALSO REVIEWED THE PERFORMANCE OF THE BOARD AS A WHOLE IN THEIR MEETING HELD ON MARCH 11, 2023. |