Chapter - III

PROCEDURES FOLLOWED IN THE DECISION-MAKING PROCESS, INCLUDING CHANNELS OF SUPERVISION AND ACCOUNTABILITY

The decisions making process in the Company involves the following Channel:

• Overall management of the Company rests with the Board of Directors of the Company, the highest decision making body within the Company.
• The Board of Directors is accountable to the shareholders of the Company, which is the ultimate authority of a Company.
• As per the provisions of the Companies Act, 2013 certain matters require the approval of the shareholders of the Company in general meeting.
• The primary role of the Board is that of trusteeship to protect and optimize shareholder’s value. The Board oversees the Company’s strategic direction, reviews corporate performance, authorizes and monitors strategic decision, ensures regulatory compliance and safeguards interests of shareholders. The Board ensures that the company is managed in a manner that fulfills stakeholder’s aspirations and social expectations.
• The day-to-day management of the Company is entrusted with the CEO who is supported by other Officers and staffs of the Company.
• The Board of Directors has also set up several Sub Committees with specific functions and powers.
• For effective discharge of its functions, the Board of Directors has delegated substantial powers to the CEO. The CEO, in turn, has delegated specified powers to Executives subject to due control being retained by him and subject to such conditions which are consistent with the need of , effective and efficient discharge of responsibilities entrusted to such Directors/Officers.
• The CEO is accountable to the Board of Directors. HOD’s are accountable to CEO and the Officers are accountable to concerned Heads of Departments.