08 i) Membership of committee(s), ii) Profit iii) Attendance iv) Category (Independent or Non-executive) 16.2.3Remuneration of the Managing Director This is given under para number 17.2. 17. Key managerial personnel and other employees 17.1 Appointments and cessations of key managerial personnel During 2023-24, Dr G Venugopala Rao, Managing Director retired on September 30, 2023, upon completion of his term and Mr Tejas Shukla was appointed as the Managing Director of the Company effective October 01, 2023, for a period of five years. 17.2 Remuneration The Remuneration Policy of the key managerial personnel and other employees consists of the following: 17.2.1 Components: a) Fixed pay i) Basic Salary ii) Allowances iii) Perquisites iv) Retirals b) Variable pay 17.2.2 Factor for determining and changing fixed pay: a) Existing compensation b) Education c) Experience d) Salary bands e) Performance f) Market benchmark 17.2.3 Factors for determining and changing variable pay: a) Company performance b) Business performance c) Individual performance d) Work level 18. Analysis of remuneration No employee falls in the criteria provided in Sections 134(3)(q) and Section 197(12) of the Companies Act, 2013, read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Thus, the disclosure of the information in respect thereof is not applicable. 19. Management Discussion and Analysis TheManagement Discussion andAnalysis covering the performance of the Company is given on page number 13. 20. Corporate Governance Report 20.1 Report The Corporate Governance Report is given on page number 15. Details about the number of meetings of the Board held during 2023-24, are given on page number 18. The composition of the Audit Committee is given on page number 21. All the recommendations given by the Audit Committee were accepted by the Board. 20.2 Secretarial standards Secretarial standards as applicable to the Company were followed and complied with during 2023-24. 20.3 Prevention, prohibition and redressal of sexual harassment Details required under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and rules thereunder are given on page number 22. 22. Acknowledgements The Board expresses its sincere thanks to all the employees, customers, suppliers, investors, lenders, regulatory and government authorities for their support. For and on behalf of the Board of Directors (Wolfgang Schumann) Mumbai Chairman April 22, 2024 DIN: 01995827
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