PERFORMANCE EVALUATION OF EXECUTIVE DIRECTORS, NON-EXECUTIVE & NON INDEPENDENT DIRECTORS, INDEPENDENT DIRECTORS, BOARD AS A WHOLE, BOARD COMMITTEES AND THEIR MEMBERS AND CHAIRMAN SHALL BE CARRIED OUT IN FOLLOWING MANNER: IT SHALL BE DONE, ANNUALLY AND AT THE TIME OF THEIR REAPPOINTMENT, BY NRC FOR RECOMMENDING TO THE BOARD WHETHER TO EXTEND OR CONTINUE THE TERM OF APPOINTMENT OF INDEPENDENT DIRECTORS. BASED UPON THE RECOMMENDATIONS OF THE NRC, THE BOARD OF DIRECTORS SHALL DECIDE TO CONTINUE THEIR APPOINTMENT OR CONSIDER THEM FOR REAPPOINTMENT. THE PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS, IN ADDITION TO FEEDBACK RECEIVED FROM NRC, SHALL BE DONE BY THE ENTIRE BOARD OF DIRECTORS, EXCLUDING THE DIRECTOR BEING EVALUATED AS PER THE STRUCTURE OF PERFORMANCE EVALUATION. IT SHALL BE DONE ANNUALLY BY NRC FOR RECOMMENDING TO THE BOARD WHETHER TO EXTEND OR CONTINUE THE TERM OF APPOINTMENT OF NON-EXECUTIVE & NONINDEPENDENT DIRECTORS. THE PERFORMANCE EVALUATION OF NON- EXECUTIVE & NON- INDEPENDENT DIRECTORS, IN ADDITION TO FEEDBACK RECEIVED FROM NRC, SHALL BE DONE BY THE ENTIRE BOARD OF DIRECTORS, EXCLUDING THE DIRECTOR BEING EVALUATED AS PER THE STRUCTURE OF PERFORMANCE EVALUATION.THE INDEPENDENT DIRECTORS IN THEIR SEPARATE MEETING SHALL REVIEW PERFORMANCE OF NON-INDEPENDENT DIRECTORS, BOARD AS A WHOLE, THE CHAIRMAN OF THE COMPANY, TAKING INTO ACCOUNT THE VIEWS OF EXECUTIVE DIRECTORS AND NONE XECUTIVE DIRECTORS. THE CHAIRMAN OF MEETING OF INDEPENDENT DIRECTORS OR ONE SELECTED BY INDEPENDENT DIRECTORS SHALL SHARE OUTCOME OF THEIR ABOVE MENTIONED EVALUATIONS WITH THE CHAIRMAN OF THE BOARD. CHAIRMAN OF THE BOARD SHALL BE RESPONSIBLE FOR GIVING FEEDBACK AS AND WHEN REQUIRED AS A RESULT OF PERFORMANCE EVALUATION ABOVE AND GUIDE ON PREPARATION OF A SUITABLE ACTION PLAN, IF REQUIRED. |