Familiarization Program

Purpose

SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, require all companies to familiarize their independent directors with the company, their roles, rights, and responsibilities in the company, nature of the industry in which the company operates, the business model of the company, etc. through various programmes and by imparting suitable training sessions.

Overview of Familiarization Programmes

To facilitate independent directors in the performance of their duties and responsibilities, new directors are provided with a personal orientation by senior management and materials regarding the company’s business and operations, governing documents, information on key personnel, and financial information are made available to them.

To provide external training and discussions with various professionals (in addition to such orientation from internal counsels and senior management) on regulations, roles, and duties of independent directors and the board as a whole, and providing detailed opportunities to interact with such professionals for insight into corporate governance practices, improvement areas, etc.

To provide presentation and interaction with functional heads of companies, minimum once in a quarter, during board meetings where independent directors will interact with functional heads and discuss the working of departments in direct control of functional heads.

Quarterly presentations on operations made to the board include information on business performance, operations, market share, financial parameters, working capital management, fund flows, senior management change, discussion by management on major, litigation, compliances, subsidiary information, regulatory scenario, etc. and detailed discussions on quarterly results / press releases by the company, etc.

Independent directors are also taken through detailed business strategies for various businesses during the independent directors’ meetings which are held at least once during the financial year.

Apart from independent directors, non-executive directors are also eligible to attend the familiarization programmes.

Independent directors are made aware of their roles and responsibilities and liabilities at the time of their appointment through a formal letter of appointment, which also stipulates their roles and responsibilities and various terms and conditions of their appointment.

Regular updates on relevant statutory and regulatory changes are consistently communicated to the directors.