| PURSUANT TO THE PROVISIONS OF THE ACT AND REGULATION 17 OF THE LISTING REGULATIONS, THE BOARD OF DIRECTORS HAS UNDERTAKEN AN ANNUAL EVALUATION OF ITS OWN PERFORMANCE, AS WELL AS THAT OF ITS STATUTORY COMMITTEES, NAMELY THE AUDIT COMMITTEE, STAKEHOLDERS’ RELATIONSHIP COMMITTEE, NOMINATION AND REMUNERATION COMMITTEE, CORPORATE SOCIAL RESPONSIBILITY COMMITTEE, AND RISK MANAGEMENT COMMITTEE, IN ADDITION TO THE PERFORMANCE OF THE INDIVIDUAL DIRECTORS. FOR THIS PURPOSE, A STRUCTURED EVALUATION FRAMEWORK AND QUESTIONNAIRE WERE ADOPTED, COVERING KEY ASPECTS OF THE BOARD’S FUNCTIONING, INCLUDING THE ADEQUACY OF ITS COMPOSITION AND THAT OF ITS COMMITTEES, EFFECTIVENESS OF BOARD PROCESSES, QUALITY OF DELIBERATIONS, BOARD CULTURE, GOVERNANCE STANDARDS, AND THE DISCHARGE OF SPECIFIC ROLES, RESPONSIBILITIES, AND FIDUCIARY OBLIGATIONS.A SEPARATE EVALUATION WAS CARRIED OUT TO ASSESS THE PERFORMANCE OF INDIVIDUAL DIRECTORS BASED ON DEFINED PARAMETERS SUCH AS PARTICIPATION AND CONTRIBUTION IN MEETINGS, PREPAREDNESS, INDEPENDENCE OF JUDGMENT, ADHERENCE TO ETHICAL STANDARDS, AND THEIR ROLE IN SAFEGUARDING THE INTERESTS OF THE COMPANY AND ITS MINORITY SHAREHOLDERS. THE BOARD ALSO EVALUATED THE PERFORMANCE OF THE INDEPENDENT DIRECTORS. IN COMPLIANCE WITH THE REQUIREMENTS OF THE ACT AND THE SEBI LISTING REGULATIONS, A SEPARATE MEETING OF THE INDEPENDENT DIRECTORS WAS CONVENED, WHEREIN THEY EVALUATED THE PERFORMANCE OF THE CHAIRMAN, THE NON- INDEPENDENT DIRECTORS, AND THE BOARD AS A WHOLE. THE INDEPENDENT DIRECTORS ALSO ASSESSED THE ADEQUACY, QUALITY, AND TIMELINESS OF THE FLOW OF INFORMATION BETWEEN THE MANAGEMENT AND THE BOARD TO ENSURE EFFECTIVE DECISION-MAKING AND GOVERNANCE OVERSIGHT. THE DIRECTORS EXPRESSED SATISFACTION WITH THE OVERALL EVALUATION PROCESS AND THE OUTCOMES THEREOF, NOTING THAT THE PROCESS WAS COMPREHENSIVE, OBJECTIVE, AND CONSTRUCTIVE. |