PURPOSE AND OBJECTIVE OF THE PROGRAMMES

To provide insights into the Company to enable the Independent Directors to understand the Company’s business in depth that would facilitate their active participation in managing the Company.

FAMILARISATION PROGRAMME

The Company has an orientation process/familiarization programme for its independent and other directors that includes:

• Briefing on their role, responsibilities, duties, and obligations as a member of the Board.
• Nature of business of the Company, plant visit, manufacturing process, quality, safety measures in place, CSR activities etc.
• Matters relating to Corporate Governance, Code of Business Conduct, Risk Management, Compliance Programs, Internal Audit, etc.
• Introduction to senior management team.

As a process, when a new independent director is appointed, a detailed Appointment Letter incorporating the role, duties and responsibilities, remuneration and performance evaluation process, Code of Conduct and obligations on disclosures, is issued for the acceptance of the Independent Directors.

A familiarization programme as described above is conducted by the senior management team and also whenever a new member is appointed to a Board Committee, the role and responsibility of Committee members and information relevant to the functioning of the Committee are communicated to the new Director.

The new Director is provided with the following documents of the Company for his / her references:

• Memorandum of Association and Articles of Association of the Company
• Annual Report of the Company
• Code of Conduct for Directors and Senior Managerial Personnel
• Note on Director’s roles and responsibilities
• Policies issued by the Company
• Board evaluation process and procedures

OTHER INITIATIVES TO UPDATE THE DIRECTORS ON A CONTINUING BASIS:

Efforts are made to continually update the Independent Directors on all important developments within the Company and regulatory changes viz. sharing important developments in the industry, the company’s internal environment and external environment, industrial relations, updates on demand and supply situation for the Company’s products etc.

Quarterly report on operations made to the Board include information on business performance, operations, financial parameters, compliances, senior management change major litigations etc.

Board Members are promptly updated on any changes and new developments with regard to relevant regulatory requirement such as SEBI regulations, Companies Act, etc.

The Board members are also made aware about the compliances applicable to the Company by way of quarterly compliance reports.