AS PER SECTION 134 (3) (P) OF THE COMPANIES ACT 2013, THE BOARD’S REPORT OF A LISTED COMPANY SHALL INCLUDE A STATEMENT INDICATING THE MANNER OF FORMAL ANNUAL EVALUATION OF BOARD, INDIVIDUAL DIRECTORS ETC. A STATEMENT INDICATING THE MANNER IN WHICH FORMAL ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS HAS BEEN MADE AND THE CRITERIA FOR PERFORMANCE EVALUATION OF ITS INDEPENDENT DIRECTORS, AS LAID DOWN BY THE NOMINATION AND REMUNERATION COMMITTEE. HOWEVER, THE MINISTRY OF CORPORATE AFFAIRS VIDE ITS NOTIFICATION DATED JUNE 5, 2015 HAS, INTER ALIA, EXEMPTED GOVERNMENT COMPANIES FROM THE ABOVE REQUIREMENT, IN CASE THE DIRECTORS ARE EVALUATED BY THE MINISTRY OR DEPARTMENT OF THE CENTRAL GOVERNMENT WHICH IS ADMINISTRATIVELY IN CHARGE OF THE COMPANY, AS PER ITS OWN EVALUATION METHODOLOGY. FURTHER, MCA VIDE NOTIFICATION DATED JULY 5, 2017, ALSO PRESCRIBED THAT THE PROVISIONS RELATING TO REVIEW OF PERFORMANCE OF INDEPENDENT DIRECTORS AND EVALUATION MECHANISM PRESCRIBED IN SCHEDULE IV OF THE COMPANIES ACT, 2013, IS NOT APPLICABLE TO GOVERNMENT COMPANIES. ACCORDINGLY, FURTHER, IN LINE WITH ABOVE EXEMPTIONS, SUB-SECTIONS (2), (3) & (4) OF SEC. 178 REGARDING APPOINTMENT, PERFORMANCE EVALUATION AND REMUNERATION SHALL NOT APPLY TO DIRECTORS OF GOVERNMENT COMPANIES, THE COMPANY IS INTER-ALIA EXEMPTED IN TERMS OF THE ABOVE NOTIFICATIONS, AS THE EVALUATION OF PERFORMANCE OF ALL MEMBERS OF THE BOARD OF THE COMPANY IS BEING DONE BY THE ADMINISTRATIVE MINISTRY. |