NOMINATION AND REMUNERATION POLICY

Introduction:

This policy on nomination and remuneration of Directors, Key Managerial Personnel and Senior Management has been formulated by the Committee, in compliances with Section 178 of the Companies Act, 2013 read along with applicable rules thereto.

2. Objectives of the Committee:

The Committee shall:

  • i. Formulate the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy relating to the remuneration of Directors, key managerial personnel and other employees.
  • ii. Formulation of criteria for evaluation of the Independent Director and to carry out evaluation of every Director’s performance and to provide necessary report to the Board for further evaluation.
  • iii. Devising a policy on Board diversity.
  • iv. Identify persons who are qualified to become Director and persons who may be appointed in Key Managerial and Senior Management positions in accordance with the criteria laid down in this policy.
  • v. To provide to Key Managerial Personal and Senior Management reward linked directly to their effort, performance, dedication and achievement relating to the Company’s operations.
  • vi. To retain, motivate and promote talent and to ensure long term sustainability of talented managerial persons and create competitive advantage.
  • vii. Ensure that level and composition of remuneration is reasonable and sufficient, relationship of remuneration to performance is clear and meets appropriate performance benchmarks.
  • viii. To carry out any other function as is mandated by the Board from time to time and / or enforced by any statutory notification, amendment or modification, as may be applicable.
  • ix. To perform such other functions as may be necessary or appropriate for the performance of its duties.
  • x. To develop a succession plan for the Board and to regularly review the plan.

3. Definitions:

"Act":- Act means the Companies Act, 2013 and Rules framed there under, as amended from time to time.

"Board":- Board means Board of Directors of the Company.

"Director":- Directors means Directors of the Company.

"Committee":- Committee means Nomination and Remuneration Committee of the Company as constituted or reconstituted by the Board, from time to time.

"Company":- Company means Sterling Chemicals and Alcohols Limited.

"Independent Director": As provided under the Companies Act, 2013, ‘Independent director’ shall mean a non-executive director, other than a nominee director of the Company:



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