26 3.2 Nomination and Remuneration Committee 3.2.1 Role i) Devising a policy on the Board diversity ii) Formulating criteria for evaluation of the Independent Directors and the Board iii) Formulating criteria for determining qualifications, traits and independence of a Director and recommending to the Board a policy relating to the remuneration for the Directors, Key Managerial Personnel and other employees iv) Identifyingpersonswhoarequalified tobecomeDirectors andwhomay beappointed inSeniorManagement in accordance with the criteria laid down, recommending to the Board their appointment and removal and carrying out evaluation of performance of every Director v) Recommending | determining remuneration of the Executive Director as per the policy 3.2.2 Composition The Committee comprises following Members: No. Name Designation 1. Sudhir Merchant Chairman 2. Sujal Shah Member 3. Gopi Kannan Thirukonda Member 4. Ulrich Hambrecht Member 3.2.3 Meetings and attendance During 2019-20, no meeting was held. The Board notes the minutes of the Nomination and Remuneration Committee meetings. 3.3 Corporate Social Responsibility Committee 3.3.1 Role i) Formulating and recommending the Corporate Social Responsibility (CSR) Policy to the Board ii) Indicating reasons to the Board in case the amount of expenditure is less than 2% of the average net profit in a given year iii) Monitoring the CSR Policy from time to time iv) Recommending the amount of expenditure to be incurred on the CSR initiatives which may not be less than 2% of the average net profit of the last three years
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