THE ANNUAL EVALUATION PROCESS OF THE BOARD OF DIRECTORS, INDIVIDUAL DIRECTORS AND COMMITTEES WAS CONDUCTED IN ACCORDANCE WITH THE PROVISIONS OF THE ACT AND THE SEBI LISTING REGULATIONS. THE COMPANY CONDUCTED A SEPARATE MEETING OF INDEPENDENT DIRECTORS AS PER THE REQUIREMENTS OF THE SEBI LISTING REGULATIONS. BOARD WAS EVALUATED ON FOLLOWING PARAMETERS: THE BOARD EVALUATED ITS PERFORMANCE AFTER SEEKING INPUTS FROM ALL THE DIRECTORS ON THE BASIS OF CRITERIA SUCH AS STRATEGY, PERFORMANCE MANAGEMENT & SUCCESSION PLAN, EXECUTION, INVESTMENTS, M&A AND FINANCIAL CONTROLS, TALENT MANAGEMENT, RISK MANAGEMENT, CORE GOVERNANCE & COMPLIANCE, REVIEW OF INFORMATION, MONITORING OF COMMITTEE. COMMITTEES WERE EVALUATED ON THE PARAMETERS LIKE FUNCTIONS AND DUTIES, MANAGEMENT RELATIONS, SUPPORT TO THE COMMITTEE AND OVERALL. THE BOARD AND THE NRC REVIEWED THE PERFORMANCE OF INDIVIDUAL DIRECTORS ON THE BASIS OF CRITERIA SUCH AS THE CONTRIBUTION OF THE INDIVIDUAL DIRECTOR TO THE BOARD AND COMMITTEE MEETINGS LIKE PREPAREDNESS ON THE ISSUES TO BE DISCUSSED, MEANINGFUL AND CONSTRUCTIVE CONTRIBUTION AND INPUTS IN MEETINGS, ETC. IN A SEPARATE MEETING OF INDEPENDENT DIRECTORS, PERFORMANCE OF NON-INDEPENDENT DIRECTORS AND THE BOARD AS A WHOLE WAS EVALUATED. ADDITIONALLY, THEY ALSO EVALUATED THE CHAIRMAN OF THE BOARD, TAKING INTO ACCOUNT THE VIEWS OF EXECUTIVE AND NON-EXECUTIVE DIRECTORS IN THE AFORESAID MEETING. THE BOARD ALSO ASSESSED THE QUALITY, QUANTITY AND TIMELINESS OF FLOW OF INFORMATION BETWEEN THE COMPANY MANAGEMENT AND THE BOARD THAT IS NECESSARY FOR THE BOARD TO EFFECTIVELY AND REASONABLY PERFORM THEIR DUTIES. THE ABOVE EVALUATIONS WERE THEN DISCUSSED IN THE BOARD MEETING AND PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS WAS DONE BY THE ENTIRE BOARD, EXCLUDING THE INDEPENDENT DIRECTOR BEING EVALUATED. THE SEPARATE MEETING OF INDEPENDENT DIRECTORS FOR 2023-24 WAS HELD PURSUANT TO SCHEDULE IV TO THE COMPANIES ACT, 2013 & REGULATIONS 17 & 25 OF SEBI (LISTING OBLIGATIONS & DISCLOSURE REQUIREMENTS) REGULATIONS, 2015. |