THE NOMINATION AND REMUNERATION POLICY OF THE COMPANY EMPOWERS THE NOMINATION AND REMUNERATION COMMITTEE (“NRC”) TO FORMULATE A PROCESS FOR EFFECTIVE EVALUATION OF THE PERFORMANCE OF INDIVIDUAL DIRECTORS, COMMITTEES OF THE BOARD AND THE BOARD AS A WHOLE. THE NRC AND THE BOARD OF DIRECTORS HAVE PREPARED CRITERIA FOR EVALUATION OF THE PERFORMANCE OF DIRECTORS INCLUDING INDEPENDENT DIRECTORS. THE BOARD OF DIRECTORS HAS CARRIED OUT AN ANNUAL EVALUATION OF ITS OWN PERFORMANCE, BOARD COMMITTEES, AND INDIVIDUAL DIRECTORS PURSUANT TO THE PROVISIONS OF THE ACT AND LISTING REGULATIONS. IN A SEPARATE MEETING HELD ON 11TH MARCH, 2025, THE INDEPENDENT DIRECTORS EVALUATED THE PERFORMANCE OF NON- INDEPENDENT DIRECTORS, COMMITTEES OF THE BOARD AND PERFORMANCE OF THE BOARD AS A WHOLE INCLUDING THE CHAIRMAN OF THE BOARD AND THE MANAGING DIRECTOR THE EXERCISE FOR EVALUATION WAS CARRIED OUT THROUGH A STRUCTURED QUESTIONNAIRE SPECIFICALLY DESIGNED FOR THE BOARD, COMMITTEES AND INDIVIDUAL DIRECTORS, ALIGNED WITH SEBI’S GUIDANCE NOTE ON BOARD EVALUATION. THE ASSESSMENT COVERED ASPECTS SUCH AS BOARD STRUCTURE, STRATEGIC DIRECTION, MEETING EFFECTIVENESS, STAKEHOLDER RESPONSIBILITIES, PERFORMANCE MANAGEMENT, GOVERNANCE, AND COMPLIANCE. DIRECTORS WERE EVALUATED ON CRITERIA INCLUDING STRATEGIC ACUMEN, ETHICAL STANDARDS, TEAMWORK, AND PROFESSIONAL DEVELOPMENT. THE COMMITTEE EVALUATIONS FOCUSED ON THEIR MANDATE, COMPOSITION, DECISION-MAKING EFFECTIVENESS, GOVERNANCE, AND COMPLIANCE. THE PERFORMANCE OF INDEPENDENT DIRECTORS WAS REVIEWED BY THE ENTIRE BOARD, EXCLUDING THE RESPECTIVE DIRECTOR UNDER EVALUATION. THE DIRECTORS WERE SATISFIED WITH THE EVALUATION OUTCOMES, WHICH AFFIRMED THE EFFECTIVENESS OF THE BOARD AND ITS COMMITTEES. |