THE BOARD OF DIRECTORS HAVE CARRIED OUT AN ANNUAL EVALUATION OF ITS OWN PERFORMANCE, BOARD COMMITTEE AND INDIVIDUAL DIRECTORS PURSUANT TO PROVISION OF THE ACT AND THE CORPORATE GOVERNANCE REQUIREMENT AS PRESCRIBED BY THE SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATION & DISCLOSURE REQUIREMENT) REGULATION, 2015.THE PERFORMANCE OF THE BOARD WAS EVALUATED BY THE BOARD AFTER TAKING INPUTS FROM ALL THE DIRECTORS ON THE BASIS OF CRITERIA SUCH AS THE BOARD COMPOSITION AND STRUCTURE, EFFECTIVENESS OF BOARD PROCESS, INFORMATION AND FUNCTIONING, ETC. AS PROVIDED BY THE GUIDANCE NOTE ON BOARD EVALUATION ISSUED BY THE SECURITIES AND EXCHANGE BOARD OF INDIA ON JANUARY 5, 2017. A STRUCTURED QUESTIONNAIRE WAS PREPARED AFTER TAKING INTO CONSIDERATION VARIOUS ASPECTS OF BOARD’S FUNCTIONING LIKE COMPOSITION OF THE BOARD AND ITS COMMITTEES, BOARD CULTURE, PERFORMANCE OF SPECIFIC DUTIES AND OBLIGATIONS KEEPING IN VIEW APPLICABLE PROVISIONS OF THE COMPANIES ACT, 2013 AND THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS 2015. THE EVALUATION PROCESS INCLUDES VARIOUS ASPECTS TO DETERMINE THE PERFORMANCE OF DIRECTORS OF THE COMPANY. THE BASIS FOR THIS EVALUATION INCLUDE FULFILLMENT OF INDEPENDENCE CRITERIA, QUALIFICATIONS, KNOWLEDGE, LEVEL OF ENGAGEMENT AND CONTRIBUTION, SKILLS AND EXPERIENCE IN THE RESPECTIVE FIELDS, HONESTY, INTEGRITY, ETHICAL BEHAVIOR AND LEADERSHIP, INDEPENDENCE OF JUDGMENT, ATTENDANCE AT THE MEETINGS, UNDERSTANDING THE BUSINESS, REGULATORY, COMPETITIVE AND SOCIAL ENVIRONMENT, UNDERSTANDING STRATEGIC ISSUES AND CHALLENGES ETC. THE BOARD OF DIRECTORS EXPRESSED THEIR SATISFACTION OVER THE EVALUATION PROCESS. IN A SEPARATE MEETING OF INDEPENDENT DIRECTORS WHICH WAS HELD ON MARCH 18, 2024, PERFORMANCE OF NONINDEPENDENT AND THE BOARD AS WHOLE WAS EVALUATED, TAKING INTO ACCOUNT THE VIEWS OF EXECUTIVE DIRECTORS AND NON-EXECUTIVE DIRECTORS. PERFORMANCE EVALUATION OF INDEPENDENT DIRECTOR WAS DONE BY THE ENTIRE BOARD, EXCLUDING THE INDEPENDENT DIRECTOR BEING EVALUATED. |