Page 105 - Kolte Patil AR 2019-20

Name of the Member
Designation
Category
Mr. Jayant Pendse
Chairman
Independent Director
Mr. Prakash Gurav
Member
Independent Director
Mr. G. L. Vishwanath
Member
Independent Director
Mrs. Manasa Vishwanath
Member
Independent Director
Mr. Umesh Joshi
Member
Independent Director
Mrs. Sunita Kolte
Member
Non- Executive Director
yy To recommend the Board the policy related to the remuneration of for Directors, Key Managerial Personnel, Senior Management Personnel (SMP)and other employees;
yy To formulate the criteria for effective evaluation of performance of Board of Directors, its Committees, Chairperson and individual Directors (including Independent Directors), to be carried out either by the Board or by NRC or through an independent external agency and review its implementation and compliance;
yy To carry out evaluation performance of every Director of the Company;
yyTo determine whether to extend or continue the term of appointment of the independent Director, based on the report of performance evaluation of Independent Directors;
yy To devise a policy on diversity of Board of Directors;
yy To identify persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommend to the board of directors their appointment and removal;
yy To formulate and recommend to the Board of Directors the policy relating to the stock options to the employees, grant the stock options to the eligible employees and review the management of stock option scheme;
yy To allot shares under ESOS to the employees who has exercise the options granted to them;
yy To recommend to the board, all remuneration, in whatever form, payable to senior management;
yy Carry out functions as may be entrusted (i) by the Board of Directors from time to time; and (ii) by the virtue of applicable provisions of the Companies Act, 2013 (iii) the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and any other applicable provisions of Laws, as may be amended from time to time.
b) Meetings of Nomination and Remuneration Committee
During the financial year 2019-20, the Nomination and Remuneration Committee met three (3) times on –
i) 28 May 2019
ii) 11 November 2019
iii) 07 February 2020
c) Composition of Nomination and Remuneration Committee
The composition of the Nomination and Remuneration Committee as on 31 March 2020 and attendance of members in the meetings held during the financial year 2019-20 are as under:
No. of meetings attended 3
3
3
3
1
3
d) Remuneration Policy
The remuneration structure for Directors, Key Managerial Personnel and other employees is performance driven and in considering the remuneration payable to the directors, the Nomination and Remuneration Committee considers the performance of the Company, the current trends in the industry, and the experience of the appointee, their past performance and other relevant factors.
The Company’s Remuneration Policy for Directors, Key Managerial Personnel and other employees is annexed as Annexure II to the Directors’ Report. We hereby affirm that the remuneration paid to the directors is as per the terms laid out in the Remuneration Policy for Directors, Key Managerial Personnel and other employees. Further, the Company has devised a Policy for performance evaluation of Independent Directors, Board, Committees and other individual Directors.
e) Performance evaluation criteria for Independent Directors
On the basis of the Policy for performance evaluation of Independent Directors, Board, Committees and other individual Directors, a process of evaluation was followed by the Board for its own performance and that of its Committees and individual Directors.
f) Details of sitting fees paid to the Non-Executive Directors
The Company does not pay any remuneration to its Non- Executive Directors apart from sitting fees. The sitting fees paid to each Non-Executive Director is C50,000/- for each Board Meeting. The Details of sittings fees paid for the financial year 2019-20 are as follows:-
Annual Report 2019-20 | 103