| THE LISTING REGULATIONS MANDATE THE BOARD OF LISTED COMPANIES TO MONITOR AND REVIEW THE BOARD EVALUATION FRAMEWORK. SECTION 134(3) OF THE ACT READ WITH THE RULE 8 OF THE COMPANIES (ACCOUNTS) RULES, 2014 ISSUED THEREUNDER FURTHER PROVIDES THAT A FORMAL ANNUAL EVALUATION NEEDS TO BE MADE OF THE BOARD OF ITS OWN PERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS. THE SCHEDULE IV OF THE ACT READ WITH THE RULES ISSUED THEREUNDER AND REGULATION 17(10) OF THE LISTING REGULATIONS STATES THAT THE PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS SHALL BE DONE BY THE ENTIRE BOARD OF DIRECTORS, EXCLUDING THE DIRECTOR BEING EVALUATED. INDEPENDENT DIRECTORS FULFIL THE CRITERIA OF INDEPENDENCE AS SPECIFIED IN REGULATION 16 OF THE LISTING REGULATIONS AND THEIR INDEPENDENCE FROM THE MANAGEMENT. AFTER TAKING INTO CONSIDERATION THE GUIDANCE NOTE ON PERFORMANCE EVALUATION OF BOARD DATED 5TH JANUARY, 2017 PUBLISHED BY SEBI, A QUESTIONNAIRE WAS PREPARED TO EVALUATE THE PERFORMANCE OF THE BOARD, COMMITTEES OF THE BOARD AND INDIVIDUAL PERFORMANCE OF EACH DIRECTOR INCLUDING THE CHAIRMAN OF THE COMPANY. THE QUESTIONNAIRE FOR EVALUATION OF THE PERFORMANCE OF EACH DIRECTOR WAS BASED ON LEVEL OF PARTICIPATION IN MEETINGS, UNDERSTANDING THE ROLES & RESPONSIBILITIES, UNDERSTANDING THE STRATEGIC ISSUES AND CHALLENGES IN THE COMPANY. THE QUESTIONNAIRE FOR EVALUATION OF THE PERFORMANCE OF BOARD WAS BASED ON BOARD COMPOSITION, EXPERIENCE & COMPETENCIES, UNDERSTANDING OF BUSINESS AND COMPETITIVE ENVIRONMENT, QUALITY OF DISCUSSION AT THE BOARD MEETING, TIME SPENT BY THE BOARD ON THE COMPANY’S LONG TERM GOALS AND STRATEGIES. THE QUESTIONNAIRE FOR EVALUATION OF THE COMMITTEE WAS BASED ON UNDERSTANDING OF THE TERMS OF REFERENCE, DISCHARGE OF ITS DUTIES, PERFORMANCE OF THE COMMITTEE, COMPOSITION OF THE COMMITTEE. PURSUANT TO REGULATION 17(10) OF THE LISTING REGULATIONS, THE PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS WAS DONE BY THE ENTIRE BOARD OF DIRECTORS EXCLUDING INDEPENDENT DIRECTOR BEING EVALUATED. BROAD PARAMETERS FOR REVIEWING THE PERFORMANCE OF INDEPENDENT DIRECTORS AMONGST OTHER INCLUDE PARTICIPATION AT THE BOARD/COMMITTEE MEETINGS, UNDERSTANDING THEIR ROLES AND RESPONSIBILITIES AND BUSINESS OF THE COMPANY, EFFECTIVENESS OF THEIR CONTRIBUTION/ COMMITMENT, EFFECTIVE MANAGEMENT OF RELATIONSHIP WITH STAKEHOLDERS, INTEGRITY AND MAINTAINING OF CONFIDENTIALITY, EXERCISE OF INDEPENDENT JUDGMENT IN THE BEST INTEREST OF THE COMPANY, ABILITY TO CONTRIBUTE TO AND MONITOR CORPORATE GOVERNANCE PRACTICE, PERFORMANCE ETC. |
| THE LISTING REGULATIONS MANDATE THE BOARD OF LISTED COMPANIES TO MONITOR AND REVIEW THE BOARD EVALUATION FRAMEWORK. SECTION 134(3) OF THE COMPANIES ACT, 2013 READ WITH THE RULE 8 OF THE COMPANIES (ACCOUNTS) RULES, 2014 ISSUED THEREUNDER FURTHER PROVIDES THAT A FORMAL ANNUAL EVALUATION NEEDS TO BE MADE OF THE BOARD OF ITS OWN PERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS. THE SCHEDULE IV OF THE COMPANIES ACT, 2013 READ WITH THE RULES ISSUED THEREUNDER AND REGULATION 17(10) OF THE LISTING REGULATIONS STATES THAT THE PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS SHALL BE DONE BY THE ENTIRE BOARD OF DIRECTORS, EXCLUDING THE DIRECTOR BEING EVALUATED AND INDEPENDENT DIRECTORS FULFIL THE CRITERIA OF INDEPENDENCE AS SPECIFIED IN REGULATION 16 OF THE LISTING REGULATIONS AND THEIR INDEPENDENCE FROM THE MANAGEMENT. AFTER TAKING INTO CONSIDERATION THE GUIDANCE NOTE ON PERFORMANCE EVALUATION OF BOARD DATED 5TH JANUARY, 2017 PUBLISHED BY SEBI, A QUESTIONNAIRE WAS PREPARED TO EVALUATE THE PERFORMANCE OF THE BOARD, COMMITTEES OF THE BOARD AND INDIVIDUAL PERFORMANCE OF EACH DIRECTOR INCLUDING THE CHAIRMAN OF THE COMPANY. THE QUESTIONNAIRE FOR EVALUATION OF THE PERFORMANCE OF EACH DIRECTOR WAS BASED ON LEVEL OF PARTICIPATION IN MEETINGS, UNDERSTANDING THE ROLES & RESPONSIBILITIES, UNDERSTANDING THE STRATEGIC ISSUES AND CHALLENGES IN THE COMPANY. THE QUESTIONNAIRE FOR EVALUATION OF THE PERFORMANCE OF BOARD WAS BASED ON BOARD COMPOSITION, EXPERIENCE & COMPETENCIES, UNDERSTANDING OF BUSINESS AND COMPETITIVE ENVIRONMENT, QUALITY OF DISCUSSION AT THE BOARD MEETING, TIME SPENT BY THE BOARD ON THE COMPANY’S LONG TERM GOALS AND STRATEGIES. THE QUESTIONNAIRE FOR EVALUATION OF THE COMMITTEE WAS BASED ON UNDERSTANDING OF THE TERMS OF REFERENCE, DISCHARGE OF ITS DUTIES, PERFORMANCE OF THE COMMITTEE, COMPOSITION OF THE COMMITTEE. PURSUANT TO REGULATION 17(10) OF THE LISTING REGULATIONS, THE PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS WAS DONE BY THE ENTIRE BOARD OF DIRECTORS EXCLUDING INDEPENDENT DIRECTOR BEING EVALUATED. BROAD PARAMETERS FOR REVIEWING THE PERFORMANCE OF INDEPENDENT DIRECTORS AMONGST OTHER INCLUDE PARTICIPATION AT THE BOARD/COMMITTEE MEETINGS, UNDERSTANDING THEIR ROLES AND RESPONSIBILITIES AND BUSINESS OF THE COMPANY, EFFECTIVENESS OF THEIR CONTRIBUTION/ COMMITMENT, EFFECTIVE MANAGEMENT OF RELATIONSHIP WITH STAKEHOLDERS, INTEGRITY AND MAINTAINING OF CONFIDENTIALITY, EXERCISE OF INDEPENDENT JUDGMENT IN THE BEST INTEREST OF THE COMPANY, ABILITY TO CONTRIBUTE TO AND MONITOR CORPORATE GOVERNANCE PRACTICE, PERFORMANCE ETC. BASIS THE FEEDBACK RECEIVED ON QUESTIONNAIRE FROM ALL THE DIRECTORS, THE PERFORMANCE EVALUATION OF THE BOARD AS A WHOLE, COMMITTEES OF THE BOARD, CHAIRPERSON OF THE COMPANY AND INDIVIDUAL DIRECTORS WAS FOUND SATISFACTORY. |
| THE LISTING REGULATIONS MANDATE THE BOARD OF LISTED COMPANIES TO MONITOR AND REVIEW THE BOARD EVALUATION FRAMEWORK. SECTION 134(3) OF THE COMPANIES ACT, 2013 READ WITH THE RULE 8 OF THE COMPANIES (ACCOUNTS) RULES, 2014 ISSUED THEREUNDER FURTHER PROVIDES THAT A FORMAL ANNUAL EVALUATION NEEDS TO BE MADE OF THE BOARD OF ITS OWN PERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS. THE SCHEDULE IV OF THE COMPANIES ACT, 2013 READ WITH THE RULES ISSUED THEREUNDER AND REGULATION 17(10) OF THE SEBI LISTING REGULATIONS STATES THAT THE PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS SHALL BE DONE BY THE ENTIRE BOARD OF DIRECTORS, EXCLUDING THE DIRECTOR BEING EVALUATED AND INDEPENDENT DIRECTORS FULFIL THE CRITERIA OF INDEPENDENCE AS SPECIFIED IN REGULATION 16 OF THE LISTING REGULATIONS AND THEIR INDEPENDENCE FROM THE MANAGEMENT. AFTER TAKING INTO CONSIDERATION THE GUIDANCE NOTE ON PERFORMANCE EVALUATION OF BOARD DATED 5TH JANUARY, 2017 PUBLISHED BY SEBI, A QUESTIONNAIRE WAS PREPARED TO EVALUATE THE PERFORMANCE OF THE BOARD, COMMITTEES OF THE BOARD AND INDIVIDUAL PERFORMANCE OF EACH DIRECTOR INCLUDING THE CHAIRMAN OF THE COMPANY. THE QUESTIONNAIRE FOR EVALUATION OF THE PERFORMANCE OF EACH DIRECTOR WAS BASED ON LEVEL OF PARTICIPATION IN MEETINGS, UNDERSTANDING THE ROLES & RESPONSIBILITIES, UNDERSTANDING THE STRATEGIC ISSUES AND CHALLENGES IN THE COMPANY. THE QUESTIONNAIRE FOR EVALUATION OF THE PERFORMANCE OF BOARD WAS BASED ON BOARD COMPOSITION, EXPERIENCE & COMPETENCIES, UNDERSTANDING OF BUSINESS AND COMPETITIVE ENVIRONMENT, QUALITY OF DISCUSSION AT THE BOARD MEETING, TIME SPENT BY THE BOARD ON THE COMPANY’S LONG TERM GOALS AND STRATEGIES. THE QUESTIONNAIRE FOR EVALUATION OF THE COMMITTEE WAS BASED ON UNDERSTANDING OF THE TERMS OF REFERENCE, DISCHARGE OF ITS DUTIES, PERFORMANCE OF THE COMMITTEE, COMPOSITION OF THE COMMITTEE. PURSUANT TO REGULATION 17(10) OF THE SEBI LISTING REGULATIONS, THE PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS WAS DONE BY THE ENTIRE BOARD OF DIRECTORS EXCLUDING INDEPENDENT DIRECTOR BEING EVALUATED. BROAD PARAMETERS FOR REVIEWING THE PERFORMANCE OF INDEPENDENT DIRECTORS AMONGST OTHER INCLUDE PARTICIPATION AT THE BOARD/COMMITTEE MEETINGS, UNDERSTANDING THEIR ROLES AND RESPONSIBILITIES AND BUSINESS OF THE COMPANY, EFFECTIVENESS OF THEIR CONTRIBUTION/ COMMITMENT, EFFECTIVE MANAGEMENT OF RELATIONSHIP WITH STAKEHOLDERS, INTEGRITY AND MAINTAINING OF CONFIDENTIALITY, EXERCISE OF INDEPENDENT JUDGMENT IN THE BEST INTEREST OF THE COMPANY, ABILITY TO CONTRIBUTE TO AND MONITOR CORPORATE GOVERNANCE PRACTICE, PERFORMANCE ETC. BASIS THE FEEDBACK RECEIVED ON QUESTIONNAIRE FROM ALL THE DIRECTORS, THE PERFORMANCE EVALUATION OF THE BOARD AS A WHOLE, COMMITTEES OF THE BOARD, CHAIRPERSON OF THE COMPANY AND INDIVIDUAL DIRECTORS WAS FOUND SATISFACTORY. |
| LISTING REGULATIONS MANDATE THE BOARD OF LISTED COMPANIES TO MONITOR AND REVIEW THE BOARD EVALUATION FRAMEWORK. SECTION 134(3) OF THE ACT, READ WITH THE RULE 8 OF THE COMPANIES (ACCOUNTS) RULES, 2014 ISSUED THEREUNDER FURTHER PROVIDES THAT A FORMAL ANNUAL EVALUATION NEEDS TO BE MADE OF THE BOARD OF ITS OWN PERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS. THE SCHEDULE IV OF THE ACT, READ WITH THE RULES ISSUED THEREUNDER AND REGULATION 17(10) OF THE LISTING REGULATIONS STATES THAT THE PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS SHALL BE DONE BY THE ENTIRE BOARD OF DIRECTORS, EXCLUDING THE DIRECTOR BEING EVALUATED AND INDEPENDENT DIRECTORS FULFIL THE CRITERIA OF INDEPENDENCE AS SPECIFIED IN REGULATION 16 OF THE LISTING REGULATIONS AND THEIR INDEPENDENCE FROM THE MANAGEMENT. AFTER TAKING INTO CONSIDERATION THE GUIDANCE NOTE ON PERFORMANCE EVALUATION OF BOARD ISSUED THROUGH MASTER CIRCULAR DATED NOVEMBER 11, 2024. THE QUESTIONNAIRES WERE PREPARED TO EVALUATE THE PERFORMANCE OF THE BOARD, COMMITTEES OF THE BOARD AND INDIVIDUAL PERFORMANCE OF EACH DIRECTOR INCLUDING THE CHAIRMAN OF THE COMPANY. THE QUESTIONNAIRES FOR EVALUATION OF THE PERFORMANCE OF EACH DIRECTOR WAS BASED ON LEVEL OF PARTICIPATION IN MEETINGS, UNDERSTANDING THE ROLES & RESPONSIBILITIES, AND UNDERSTANDING THE STRATEGIC ISSUES AND CHALLENGES IN THE COMPANY. THE QUESTIONNAIRE FOR EVALUATION OF THE PERFORMANCE OF BOARD WAS BASED ON BOARD COMPOSITION, EXPERIENCE & COMPETENCIES, UNDERSTANDING OF BUSINESS AND COMPETITIVE ENVIRONMENT, QUALITY OF DISCUSSION AT THE BOARD MEETING, AND TIME SPENT BY THE BOARD ON THE COMPANY’S LONG-TERM GOALS AND STRATEGIES. THE QUESTIONNAIRE FOR EVALUATION OF THE COMMITTEE WAS BASED ON UNDERSTANDING OF THE TERMS OF REFERENCE, DISCHARGE OF ITS DUTIES, PERFORMANCE OF THE COMMITTEE, COMPOSITION OF THE COMMITTEE. PURSUANT TO REGULATION 17(10) OF THE LISTING REGULATIONS, THE PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS WAS DONE BY THE ENTIRE BOARD OF DIRECTORS EXCLUDING INDEPENDENT DIRECTOR BEING EVALUATED. BROAD PARAMETERS FOR REVIEWING THE PERFORMANCE OF INDEPENDENT DIRECTORS AMONGST OTHER INCLUDE PARTICIPATION AT THE BOARD/COMMITTEE MEETINGS, UNDERSTANDING THEIR ROLES AND RESPONSIBILITIES AND BUSINESS OF THE COMPANY, EFFECTIVENESS OF THEIR CONTRIBUTION/ COMMITMENT, EFFECTIVE MANAGEMENT OF RELATIONSHIP WITH STAKEHOLDERS, INTEGRITY AND MAINTAINING OF CONFIDENTIALITY, EXERCISE OF INDEPENDENT JUDGMENT IN THE BEST INTEREST OF THE COMPANY, ABILITY TO CONTRIBUTE TO AND MONITOR CORPORATE GOVERNANCE PRACTICE, PERFORMANCE ETC. BASED ON THE FEEDBACK RECEIVED ON QUESTIONNAIRE FROM ALL THE DIRECTORS, THE PERFORMANCE EVALUATION OF THE BOARD AS A WHOLE, COMMITTEES OF THE BOARD, CHAIRMAN OF THE COMPANY AND INDIVIDUAL DIRECTORS WERE FOUND SATISFACTORY. |