Familiarization Programme for Id's
FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS
Pursuant to Regulation 25(7) of SEBI (LODR) Regulations, 2015, the Company shall familiarize the
Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature
of the industry in which the Company operates, business model of the Company, etc., through various
programmes.
Purpose & Objective:
The Program aims to provide insights into the Company to enable the Independent Directors to
understand their roles, rights, responsibilities in the Company and get updated on the Business &
Operations of the Company and contribute significantly to the Company.
Familiarization:
At the time of appointing an Independent Director, a formal letter of appointment is given to him/her,
which inter alia explains the terms, role, duties and responsibilities expected of him/her as an
Independent Director of the Company.
The Independent Directors are presented with an overview of the following:
- Criteria of independence applicable to Independent Directors as per Clause 49 of the Listing Agreement on Corporate Governance and the Companies Act, 2013
- Code of Conduct for all Board Members
- Updates on business model, nature of industry, operations, and financial performance of the Company
- Presentations on Annual Budgets, Internal & Statutory Audit, Corporate Social Responsibility, strategies, and business performance of the Company
- Updates on significant developments in the Company
- Policies of the Company on corporate social responsibility, remuneration criteria, vigil mechanism, related party transactions, risk management, etc.
Independent Directors have the freedom to interact with the Company’s management and the senior leadership team of the Company. Presentations are made regularly to the Board of Directors / Audit Committee (AC). This helps them to understand the Company’s strategy, business model, operations, products, markets, organization structure, facilities, risk management, and such other areas.
Independent Directors are also free to meet separately without the presence of any management personnel, and their meetings are conducted informally to enable the Independent Directors to discuss matters pertaining to the Company’s affairs and put forth their combined views to the Board of Directors of the Company.
The details as required under Regulation 46(2)(i) of the SEBI (LODR) Regulations, 2015 are as under:
| Number of familiarization programmes attended by the Independent Directors | No of hours spent during 2021-22 on familiarization | Cumulative hours spent on familiarization* |
| 7 | 3.5 | 13.5 |
*Notes:
- All the Independent Directors are associated with the Company are well-versed with the Company’s business, the products and services supplied by the Company, the nature, and dynamics of the industry in which it operates.
- Since the SEBI (LODR) Regulations, 2015 have come into effect during the year 2015-16, the details of cumulative hours spent on familiarization mentioned hereinabove are from FY 2015-16.
- It is presumed that at least 30 minutes can be said to have been apportioned for the purpose of familiarization in every Board Meeting, apart from specific familiarization programmes from time to time.
Cumulative hours calculation:
| Year | No. of Board meetings held | No. of hours | Cumulative hours spent |
|---|---|---|---|
| 2015-16 | 5 | 2.5 | 2.5 |
| 2016-17 | 4 | 2.0 | 4.5 |
| 2017-18 | 6 | 3.0 | 7.5 |
| 2018-19 | 4 | 2.0 | 9.5 |
| 2019-20 | 4 | 2.0 | 11.5 |
| 2020-21 | 5 | 2.5 | 13.5 |
| 2021-22 |