| ONE OF THE KEY RESPONSIBILITIES AND ROLE ENDOWED ON THE BOARD IS TO MONITOR AND EVALUATE THE PERFORMANCE OF THE BOARD, COMMITTEES AND DIRECTORS. IN COMPLIANCE WITH THE APPLICABLE PROVISIONS OF THE ACT AND SEBI LISTING REGULATIONS, THE BOARD OF DIRECTORS ON RECOMMENDATION OF THE NRC HAD APPROVED AND ADOPTED THE EVALUATION POLICY SETTING OUT THE PROCESS, FORMAT, ATTRIBUTES AND CRITERIA FOR THE PERFORMANCE EVALUATION OF THE BOARD, BOARD COMMITTEES AND INDIVIDUAL DIRECTORS. AN ANNUAL PERFORMANCE EVALUATION OF ALL DIRECTORS, THE COMMITTEES OF THE BOARD AND THE BOARD AS A WHOLE WAS CARRIED OUT DURING THE YEAR UNDER REVIEW. THE EVALUATION TESTED KEY AREAS OF THE BOARD’S WORK INCLUDING STRATEGY, BUSINESS PERFORMANCE, RISK AND GOVERNANCE PROCESSES. THE EVALUATION CONSIDERS THE BALANCE OF SKILLS, EXPERIENCE, INDEPENDENCE AND KNOWLEDGE OF THE MANAGEMENT AND THE BOARD, ITS OVERALL DIVERSITY, AND ANALYSIS OF THE BOARD AND ITS DIRECTORS’ FUNCTIONING. THE PERFORMANCE OF ENTIRE BOARD IS EVALUATED BY ALL THE DIRECTORS BASED ON BOARD COMPOSITION AND QUALITY, BOARD MEETINGS AND PROCEDURES, BOARD DEVELOPMENT, BOARD STRATEGY AND RISK MANAGEMENT, ETC. THE PERFORMANCE OF THE MANAGING DIRECTOR AND EXECUTIVE DIRECTORS IS EVALUATED BY ALL THE BOARD MEMBERS BASED ON FACTORS SUCH AS LEADERSHIP, STRATEGY FORMULATION, STRATEGY EXECUTION, EXTERNAL RELATIONS, ETC. THE PERFORMANCE OF NON-EXECUTIVE DIRECTOR AND INDEPENDENT DIRECTORS IS EVALUATED BY OTHER BOARD MEMBERS BASED ON CRITERIA LIKE MANAGING RELATIONSHIP, KNOWLEDGE AND SKILL, PERSONAL ATTRIBUTES, ETC. IT ALSO INVOLVES SELF-ASSESSMENT BY ALL THE DIRECTORS AND EVALUATION OF COMMITTEES OF BOARD BASED ON KNOWLEDGE, DILIGENCE AND PARTICIPATION, LEADERSHIP TEAM AND MANAGEMENT RELATIONS, COMMITTEE MEETINGS AND PROCEDURES RESPECTIVELY. FOR THE PURPOSE OF CARRYING OUT PERFORMANCE EVALUATION, ASSESSMENT QUESTIONNAIRES WERE CIRCULATED TO ALL DIRECTORS AND THEIR FEEDBACK WAS OBTAINED AND RECORDED. THE BOARD OF DIRECTORS HAS EXPRESSED ITS SATISFACTION WITH THE EVALUATION PROCESS. |