Resolutions/Section

Formulation of Nomination and Remuneration Policy – NRC

NRC resolution format for formulating director criteria and recommending the Nomination and Remuneration Policy under Section 178(3) and (4) to the Board.

SectionSection 178(3), 178(4), 134(3)(e)
AuthorityCommittee

“RESOLVED THAT pursuant to the provisions of Section 178(3) and (4) and other applicable provisions, if any, of the Companies Act, 2013 and the rules made thereunder, the Committee hereby formulates the criteria for determining qualifications, positive attributes and independence of a director, and approves the draft Nomination and Remuneration Policy relating to the remuneration of the directors, key managerial personnel and other employees of the Company, as placed before the meeting.

RESOLVED FURTHER THAT the Committee, being satisfied that the Policy ensures that the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate directors of the quality required, that the relationship of remuneration to performance is clear and meets appropriate performance benchmarks, and that remuneration involves a balance between fixed and incentive pay reflecting short and long-term performance objectives, hereby recommends the Policy to the Board for adoption.

RESOLVED FURTHER THAT Mr./Ms. [●], Company Secretary (Membership No.: [●]), be and is hereby authorised to place the Policy before the Board and, upon its adoption, to arrange for its publication on the website of the Company and the disclosure of its salient features in the Board's report, and to do all such acts, deeds and things as may be necessary for giving effect to this resolution.”

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