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Familiarization Programme of ID

FAMILIARIZATION PROGRAMME OF INDEPENDENT DIRECTORS

Preamble

The Companies Act, 2013, read with Regulation 25(7) of the SEBI Listing Regulations places increased responsibilities on Independent Directors of the Company. In accordance with the requirements of this Regulation, the Company needs to familiarize the Independent Directors (hereinafter referred as “Directors”) through Familiarization Programme (hereinafter referred as “Programme”) and provide an insight into the Company to enable the Directors to understand and the business of the Company in depth and its strategy, operations and functions whereby they can contribute significantly to the growth of the Company.

Applicability

This Policy applies to the Independent Directors of Power & Instrumentation (Gujarat) Limited

Purpose & Objective

By means of the Programme, the Company intends to achieve the following objective:

  1. To appraise the Directors about the operating system of the Company for its business operations;
  2. To inform them of all the laws, rules, regulations and guidelines applicable to the Company;
  3. To make them aware of the rules, responsibilities, liabilities pursuant to the Listing Agreement and the Companies Act, 2013 and Rules made thereunder;
  4. To generate and obtain valuable and informed decision from the Directors on the matters to be brought or discussed at the Board Meetings.

Contents of the Programme

The basic theme of the programme would, inter alia, include –

  1. Roles, Rights, Duties, Responsibilities and Liabilities of the Directors;
  1. Business Model of the Company thereby including the nature of industry in which the Company fails, its product and services, geographical area of operation of the Company;
  1. Management Techniques.
  1. Visit to the manufacturing units to make them understand the manufacturing operations, etc.

Timeline of the Programme

Programme would be conducted and presentations would be made periodically to the Directors by the Senior Management personnel.

It may circulate news and articles about the industry and business as and when some updation is required. The Company would conduct an introductory familiarization programme / presentation whenever any new Director is inducted in the Board of the Company.

Amendment

Any change in the Policy shall be approved by the Board. The Board shall have the right to withdraw and/or amend any part of this Policy or the entire Policy, at any time, as it deems fit, or from time to time, and the decision of the Board in this respect shall be final and binding. Any subsequent amendment/modification in the Act or the rules framed thereunder or the SEBI Listing Regulations and/or any other laws in this regard shall automatically apply to this Policy.

Interpretation

In any circumstance where the terms of this Policy are inconsistent with any existing or newly enacted law, rule, regulation or standard governing the Company, the said law, rule, regulation or standard will take precedence over this Policy.

Compliance

The Compliance Officer shall be responsible for supervision of the Policy. Any queries regarding the policy shall be referred to the Compliance Officer, who is in charge of administering, enforcing and updating the Policy.

Program And Disclosure

Requisite disclosure in the website of the Company would be made as and when such programmes conducted.