| IN ACCORDANCE WITH THE PROVISIONS OF THE ACT AND THE SEBI LODR, THE BOARD CARRIED OUT THE ANNUAL PERFORMANCE EVALUATION OF THE BOARD AS A WHOLE, ITS COMMITTEES AND INDIVIDUAL DIRECTORS, BASED ON THE CRITERIA LAID DOWN BY THE NRC. THE EVALUATION CRITERIA INCLUDED, INTER ALIA, ATTENDANCE, PARTICIPATION, EXPERTISE, CONTRIBUTION AT BOARD AND COMMITTEE MEETINGS, COMPOSITION OF THE BOARD AND COMMITTEES, COMMITMENT TO GOOD CORPORATE GOVERNANCE PRACTICES, ADHERENCE TO REGULATORY COMPLIANCE, GRIEVANCE REDRESSAL MECHANISM, FINANCIAL PERFORMANCE OVERSIGHT, EXISTENCE OF AN INTEGRATED RISK MANAGEMENT SYSTEM, FLOW OF INFORMATION, BOARD CULTURE AND DIVERSITY, EXECUTION OF SPECIFIC DUTIES, OBLIGATIONS AND GOVERNANCE RESPONSIBILITIES. THE EVALUATION WAS CARRIED OUT THROUGH A STRUCTURED QUESTIONNAIRE, CIRCULATED ELECTRONICALLY AND/OR IN PHYSICAL MODE, COVERING VARIOUS ASPECTS OF BOARD FUNCTIONING, COMMITTEE EFFECTIVENESS, INDIVIDUAL PERFORMANCE AND GOVERNANCE PROCESSES. IN ACCORDANCE WITH REGULATION 25(4) OF THE SEBI LODR, THE INDEPENDENT DIRECTORS, AT THEIR SEPARATE MEETING, EVALUATED THE PERFORMANCE OF THE CHAIRMAN, NON-INDEPENDENT DIRECTORS AND THE BOARD AS A WHOLE, AND ALSO ASSESSED THE QUALITY, QUANTITY AND TIMELINESS OF FLOW OF INFORMATION BETWEEN THE MANAGEMENT AND THE BOARD. IN ACCORDANCE WITH REGULATION 17(10) OF THE SEBI LODR, THE BOARD EVALUATED THE PERFORMANCE OF THE INDEPENDENT DIRECTORS AND OBSERVED THAT THEIR PERFORMANCE WAS SATISFACTORY AND THAT THEIR PARTICIPATION AND DELIBERATIONS WERE BENEFICIAL TO THE BOARD AND COMMITTEE MEETINGS. IN ACCORDANCE WITH REGULATION 4(2) OF THE SEBI LODR, THE BOARD REVIEWED THE EVALUATION FRAMEWORK AND OBSERVED THAT THE SAME WAS ADEQUATE AND EFFECTIVE. THE BOARD’S OBSERVATIONS ON THE EVALUATION FOR THE YEAR UNDER REVIEW, CARRIED OUT ON MAY 11, 2026, WERE BROADLY IN LINE WITH PREVIOUS YEARS AND NO SPECIFIC ACTION WAS WARRANTED BASED ON THE CURRENT YEAR EVALUATION. THE COMPANY WILL CONTINUE TO FAMILIARISE ITS DIRECTORS WITH INDUSTRY, TECHNOLOGICAL, STATUTORY AND REGULATORY DEVELOPMENTS HAVING A BEARING ON THE COMPANY AND THE INDUSTRY, TO ENABLE THEM TO EFFECTIVELY DISCHARGE THEIR DUTIES.THE BOARD IS OF THE OPINION THAT ALL DIRECTORS, INCLUDING THE INDEPENDENT DIRECTORS, POSSESS THE REQUISITE QUALIFICATIONS, INTEGRITY, EXPERTISE AND EXPERIENCE IN DIVERSE FIELDS SUCH AS SCIENCE AND TECHNOLOGY, DIGITALISATION, STRATEGY, FINANCE, GOVERNANCE, SAFETY AND SUSTAINABILITY ETC. |