PURSUANT TO THE APPLICABLE PROVISIONS OF THE COMPANIES ACT, 2013 AND THE SEBI (LISTING OBLIGATIONS & DISCLOSURES REQUIREMENTS) REGULATIONS, 2015, THE BOARD OF DIRECTORS OF YOUR COMPANY HAVE CARRIED OUT ANNUAL PERFORMANCE EVALUATION OF: (I) THEIR OWN PERFORMANCE AS A WHOLE; (II) INDIVIDUAL DIRECTORS PERFORMANCE; AND (III) PERFORMANCE OF ALL COMMITTEES OF THE BOARD FOR THE FINANCIAL YEAR 2022-23. THE PERFORMANCE OF THE BOARD AS A WHOLE AND OF ITS COMMITTEES WAS EVALUATED BY THE BOARD THROUGH A STRUCTURED QUESTIONNAIRE WHICH COVERED VARIOUS ASPECTS SUCH AS THE COMPOSITION, QUALITY AND PERFORMANCE OF THE BOARD, MEETINGS AND PROCEDURES, CONTRIBUTION TO BOARD PROCESSES, EFFECTIVENESS OF THE FUNCTIONS ALLOCATED, RELATIONSHIP WITH MANAGEMENT, PROFESSIONAL DEVELOPMENT, ADEQUACY, APPROPRIATENESS, AND TIMELINESS OF INFORMATION ETC. TAKING INTO CONSIDERATION THE RESPONSES RECEIVED FROM THE INDIVIDUAL DIRECTORS THE PERFORMANCE OF THE BOARD AND ITS COMMITTEES WAS EVALUATED. THE DIRECTORS EXPRESSED THEIR SATISFACTION WITH THE EVALUATION PROCESS. IN TERMS OF THE REQUIREMENTS OF SCHEDULE IV OF THE ACT, A SEPARATE MEETING OF INDEPENDENT DIRECTORS OF THE COMPANY WAS HELD ON FEBRUARY 04, 2023 TO REVIEW: (A) THE PERFORMANCE OF NON-INDEPENDENT DIRECTORS (INCLUDING THE CHAIRPERSON); (B) THE PERFORMANCE OF THE BOARD AS A WHOLE AND ITS COMMITTEES THEREOF, TAKING INTO VIEWS OF EXECUTIVE AND NON-EXECUTIVE DIRECTORS; AND (C) TO ASSESS THE QUALITY, QUANTITY, AND TIMELINESS OF THE FLOW OF INFORMATION BETWEEN THE MANAGEMENT AND THE BOARD. THE PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS WAS DONE BY THE ENTIRE BOARD, EXCLUDING THE INDEPENDENT DIRECTOR BEING EVALUATED. |