BOARD EVALUATION POLICY

This evaluation programme (‘the programme’) is for the evaluation of Non Independent Directors and the Board as a whole. The programme has been laid down by the Nomination and Remuneration Committee in its meeting held on 25th June, 2021 and adopted by the Board in its Meeting on the even date.

OBJECTIVES:

Companies Act, 2013 along with SEBI (LODR) Regulations, 2015 requires evaluation of all non Independent Directors and the Board as a whole annually. In line with best practices, the evaluation process will be done for all Directors. The objective of the evaluation is to provide feedback on the effectiveness of individuals in their role as members of the Board and not as members of management. 

In complying with the requirements of the Act and the Listing Regulations, the Company would also like to use this as a tool for self-introspection and enable enhancement of overall quality of Board effectiveness and interaction.

PROCESS:

 The process is designed as a peer feedback process. The rating will be provided anonymously to ensure better quality of feedback. Each Board member will need to provide feedback on a rating scale of 4.

4 Outstanding 

3 More than Adequate

2 Adequate 

1 Inadequate 

 

The Chairman will have the feedback compiled into a short summary report for each individual. The Chairman may decide to have an individual discussion with Board Members. The process will be done every year and a discussion will be held by the Chairman with individual members. 

DIRECTOR FEEDBACK INSTRUMENT:

The following will be rated at a scale of 1 to 4 

1. Is adequately prepared for the Board Meetings and has gone through the background papers provided

2. Participates effectively in the meetings

3. Provides meaningful insights and observations that enhances the quality of discussions and decisions 

4. Is able to express views with clarity and candor, even dissenting views 

5. Is able to provide the time required even outside Board Meetings as required

6. Understands the sector and the needs of the company well 

7. Is able to gain the respect and confidence of management team and Board members