ANNUAL EVALUATION OF BOARD, ITS PERFORMANCE, COMMITTEES, AND INDIVIDUAL DIRECTORS PURSUANT TO APPLICABLE PROVISIONS OF THE COMPANIES ACT, 2013 AND APPLICABLE REGULATIONS OF THE LISTING REGULATIONS, WAS CARRIED OUT. THE PERFORMANCE OF THE BOARD WAS EVALUATED AFTER SEEKING INPUT FROM ALL THE DIRECTORS PRESENT IN THE MEETING ON THE BASIS OF CRITERIA SUCH AS THE BOARD COMPOSITION AND STRUCTURE, EFFECTIVENESS OF BOARD PROCESSES, INFORMATION, AND FUNCTIONING, ETC. THE BOARD AND NOMINATION & REMUNERATION COMMITTEE HAD EVALUATED / 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. THE SECURITIES AND EXCHANGE BOARD OF INDIA VIDE CIRCULAR SEBI / HO /CFD /CMD/ CIR/ 2017/004 DATED JANUARY 05, 2017, ISSUED A GUIDANCE NOTE ON BOARD EVALUATION ABOUT VARIOUS ASPECTS INVOLVED IN THE BOARD EVALUATION PROCESS TO BENEFIT ALL STAKEHOLDERS. WHILE EVALUATING THE PERFORMANCE, THE ABOVE GUIDANCE NOTE WAS CONSIDERED. PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS WAS CARRIED OUT BY THE ENTIRE BOARD, EXCLUDING THE INDEPENDENT DIRECTOR BEING EVALUATED. A MEETING OF THE INDEPENDENT DIRECTOR FOR THE FY 2023-2024 WAS HELD ON FEBRUARY 12, 2024, TO REVIEW THE PERFORMANCE OF THE NON-INDEPENDENT DIRECTORS AND PERFORMANCE OF THE BOARD AS A WHOLE, ON THE PARAMETERS OF EFFECTIVENESS AND TO ASSESS THE QUALITY, QUANTITY AND TIMELINESS OF THE FLOW OF INFORMATION BETWEEN THE MANAGEMENT AND THE BOARD.THE SAME WAS DISCUSSED IN THE BOARD MEETING THAT FOLLOWED THE MEETING OF THE INDEPENDENT DIRECTORS, AT WHICH THE PERFORMANCE OF THE BOARD, ITS COMMITTEES, AND INDIVIDUAL DIRECTORS WERE ALSO DISCUSSED. THE DIRECTORS EXPRESSED THEIR SATISFACTION WITH THE EVALUATION PROCESS. |