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Familiarisation Program for Independent Directors
In terms of Schedule IV of the Companies Act, 2013, erstwhile Clause 49 of the Listing
agreement entered with the Stock Exchanges and Reg. 25(7) of the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. the Company should
conduct the Familiarization Program for Independent Directors about their roles, rights, responsibilities
in the company, nature of the industry in which the company operates, business model of the company, etc.,
through various initiatives.
The Company in spite of not having any operations under it, the Board has emphasised the necessity
of awareness of the Directors about various laws and compliances and has taken up the following initiatives to keep its Directors up to date:
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Induction of new Directors on Board
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| The new Director is welcomed to the Board of Directors of the Company by sharing the following documents of the Company for his / her references: |
- Memorandum of Association and Articles of Association of the Company
- Annual Reports of last three consecutive years
- Code of Conduct for Directors and Senior Managerial Personnel
- Note on Directors roles and responsibilities
- Policy Handbook of the Company comprising of policies on various business aspects and practices
- Organizational Chart of the Company and the profile of all the Directors and the Senior Managerial Personnel of the Company
- Note on the budget of the Company for the particular Financial Year
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Process of familiarisation followed by the Company on a continuous basis
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- All the Independent Directors are made aware of their roles and responsibilities at the time of appointment
through a formal letter of appointment, which also stipulates various terms and conditions of their engagement.
- At least one Board Meeting in a year has a detailed session with the senior management team of the Company. The members of the Management team make presentations to the
Independent Directors which inter alia covers the industry scenario, strategic priorities for the Company and the business model of the Company.
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Additional familiarisation programs which the Company may conduct from time to time
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- The Company may conduct introductory programmes when a new Independent Director is inducted on the Board of the Company.
- 2. The Company management also organizes presentations to the Independent Directors to apprise them of key
changes in regulations impacting the Company or the functioning, roles and responsibilities
of the Board members. On promulgation of the Companies Act, 2013 and consequent changes to the SEBI
regulations, such presentations and updates were provided to the members of the Board.
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Familiarisation and Training Sessions
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| Date |
Program |
Contents / Objectives |
Attendees |
14th
February
2019 |
Familiarisation with Changing Business and Legal environment for the Company |
The program was designed to give the Directors a brief information on the business perspectives of the Company, changes in legal and compliance environment, effects of the changes in law on the Company’s budget allocation and other related aspects |
1. Mr. S P Shanthinath
2. Mr. S P Manjunath
3. Mrs. Srinivas Chandrakala
4. Mr. Raj Kumar Aggarwal
5. Mr. A K Pandey |
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14th
February
2018 |
Session on Company Business Status and way ahead |
The program was designed to give the Directors a brief information on the business perspective of the Company, State of Company affairs and implications, Company’s budget allocation and other related aspects |
1. Mr. S P Shanthinath
2. Mr. R E Singh
3. Mr. S P Manjunath
4. Mrs. Srinivas Chandrakala
5. Mr. Raj Kumar Aggarwal
6. Mr. A K Pandey |
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14th
November
2015 |
Session on changes in
Business Environment |
The program was designed to give the Directors a brief information on
the business perspectives of the Company, changes in legal and compliance environment, effects of the changes in law on the Company’s budget allocation and
other related aspects |
1. Mr. S P Shanthinath
2. Mr. R E Singh
3. Mr. S P Manjunath
4. Mrs. Srinivas Chandrakala
5. Mr. Raj Kumar Aggarwal
6. Mr. A K Pandey |
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12th
February 2016 |
Session on highlights of
SEBI (LODR) Regulations, 2015 |
The session was designed to create awareness among the Directorson the major changes and highlights of new SEBI (LODR) Regulations,2015, compliance requirements and changes thereof and roles andresponsibilities of each of the officers under the new regulations. |
1. Mr. S P Shanthinath
2. Mr. R E Singh
3. Mr. S P Manjunath
4. Mrs. Srinivas Chandrakala
5. Mr. Raj Kumar Aggarwal
6. Mr. A K Pandey
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14th
February
2017 |
Session on changes in Business Environment |
The program was designed to give the Directors a brief information on the business perspectives of the Company, changes in legal and compliance environment, effects of the changes in law on the Company’s budget allocation and other related aspects |
1. Mr. S P Shanthinath
2. Mr. R E Singh
3. Mr. S P Manjunath
4. Mrs. Srinivas Chandrakala
5. Mr. Raj Kumar Aggarwal
6. Mr. A K Pandey |
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