PREAMBLE
In accordance with the provisions of Regulation 25 (7) of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 (LODR Regulations), inter-alia stipulates that the listed entity shall familiarize the Independent Directors (IDs) through various programmes about the Listed Company which are given below:-
- Nature of the industry in which listed company operates;
- Business model of the listed company;
- Roles, rights, responsibilities of IDs; and
- Any other relevant information etc.
DETAILS OF FAMILIARISATION PROGRAMMES
- All IDs are aware and further updated about their roles, rights, responsibilities in the company. Appointment letter along with brief write ups about the company, Memorandum and Articles of Association, Annual Reports and Quarterly Results etc. is handed over to the new director(s) after the appointment.
- The appointment letter issued to the IDs inter-alia sets out the expectations of the Board from the appointed director, their fiduciary duties and the accompanying liabilities that come with the appointment as a director of the Company.
- IDs are explained about the internal policies to enable them to familiarize with company’s procedures and practices.
- Periodic presentations are made at the Board and Committee meetings, on business performance updates of the Company, business environment, business strategy and risk involved.
- In line with the requirement of Regulation 25 (4) of LODR Regulations and applicable provisions of the Companies Act, 2013, the performance of the Non- Independent Directors, Board of Directors as a whole and performance of Chairperson of the Company is used to be evaluated at separate Meeting of IDs.
The performance evaluation of IDs used to be done by the entire Board of Directors, excluding the director being evaluated. - Quarterly presentations on operations made to the Board include information n business performance, operations, market share, financial parameters, working capital management, fund flow, senior management changes, updates on relevant statutory changes are regularly circulates to the Directors.
- Each Directors of the company has complete access to any information relating to the company. IDS have freedom to interact with the Company’s management. They are given all the documents sought by them for enabling a good understanding of the company, its various operations and the industry segments of which it is a part. Further, they meet without the presence of the company’s management personnel to discuss matters pertaining to the company’s affairs.
- Based on the request from the individual director, site visits to various plant locations are organized for the directors to enable them to understand the operations of the Company.