| IN COMPLIANCE WITH THE APPLICABLE PROVISIONS OF THE ACT, THE SEBI LISTING REGULATIONS, THE COMPANY’S CODE FOR INDEPENDENT DIRECTORS AND THE CRITERIA AND METHODOLOGY OF PERFORMANCE EVALUATION APPROVED BY THE NRC, THE NRC AND THE BOARD HAS CARRIED OUT AN ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD AS WHOLE, THE PERFORMANCE OF THE INDIVIDUAL DIRECTORS, COMMITTEES, CHAIRMAN AND MD & CEO THROUGH INTERNAL ASSESSMENT BASED ON RESPONSES RECEIVED FROM THE DIRECTORS ON STRUCTURED QUESTIONNAIRE. DURING THE FINANCIAL YEAR UNDER REVIEW, TO FURTHER ENHANCE THE BOARD EFFECTIVENESS, THE NRC REVIEWED AND APPROVED THE AMENDMENTS TO THE QUESTIONNAIRE ON PERFORMANCE EVALUATION. OUTCOME AND RESULTS OF THE PERFORMANCE EVALUATION ALL DIRECTORS OF THE COMPANY AS ON 31 MARCH 2025 PARTICIPATED IN THE EVALUATION PROCESS. THE DIRECTORS EXPRESSED THEIR SATISFACTION ON THE PARAMETERS OF EVALUATION, THE IMPLEMENTATION AND COMPLIANCE OF THE EVALUATION EXERCISE AND THE OUTCOME OF THE EVALUATION PROCESS. THE INDEPENDENT DIRECTORS AND NRC AT THEIR RESPECTIVE MEETINGS HELD PRIOR TO THE BOARD, REVIEWED THE EVALUATION, THE IMPLEMENTATION AND COMPLIANCE OF THE EVALUATION EXERCISE DONE. THE OUTCOME OF THE EVALUATION WAS PRESENTED TO THE BOARD, THE NRC AND THE INDEPENDENT DIRECTORS AT THEIR RESPECTIVE MEETINGS FOR ASSESSMENT AND DEVELOPMENT OF PLANS/ SUGGESTIVE MEASURES FOR ADDRESSING ACTION POINTS THAT ARISE FROM THE OUTCOME OF THE EVALUATION. THE EVALUATION EXERCISE FOR FY 2024-25, INTER ALIA, CONCLUDED THAT INDEPENDENT DIRECTORS APPOINTED ON THE BOARD FULFILLS THE CRITERIA OF INDEPENDENCE AS SET OUT IN THE SEBI LISTING REGULATIONS AND THE ACT, THE BOARD CONDUCTS ITS AFFAIRS EFFECTIVELY AND HAS THE RIGHT MIX OF BACKGROUND, CAPABILITIES, COMPETENCIES, QUALIFICATIONS, EXPERIENCES AND TIME TO SERVE THE COMPANY, AND OPERATES IN A COHESIVE ATMOSPHERE OF OPENNESS AND TRUST. SUGGESTIONS PROVIDED TO FURTHER ENHANCE THE BOARD’S EFFECTIVENESS BY ORGANISING SESSIONS WITH INDUSTRY/ FUNCTIONAL EXPERTS, AND SESSIONS ON KNOWLEDGE SHARING AND BETTER NETWORKING HAVE BEEN NOTED AND TAKEN UP FOR IMPLEMENTATION. OTHER SUGGESTIONS FROM PREVIOUS EVALUATIONS WERE IMPLEMENTED BY THE COMPANY. |