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Familiarisation Program of Independent Directors

Preamble

Regulation 25 (7) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 stipulates that the company shall familiarize the independent directors through various programs about their roles, rights and responsibilities in the company, nature of the industry in which the company operates, business model of the company, etc.

Outline of the Familiarisation process

The Board including all Independent Directors have been explained about their roles, rights, responsibilities in the Company through detailed presentations on the changes in backdrop of Companies Act 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards. The Company has arranged such presentations through internal resources as well as outside experts/consultants.

The Board including all Independent Directors were provided with relevant documents, reports and internal policies to enable them to familiarize with the Company’s procedures and practices from time to time.

Periodic presentations were made at the Board and Board Committee Meetings, on business and performance updates of the Company, business strategy and risks involved.

Updates on relevant statutory changes on laws concerning the Company are informed to the entire Board on regular intervals.

Independent Directors are facilitated to meet without the presence of the Company’s management to discuss matters pertaining to the Company’s affairs.

The Company organised visits to the plants for the Directors to facilitate them to understand the operations of the Company in detail.

Thedetails of familiarization programs imparted to independent directors are as under:

Details of Familiarization Program

Date of
Program
Names of Independent Directors who attended the Program No. of hours Areas covered
September 23-24, 2014 Dr. Anand C. Burman           
Mr. Pradeep Dinodia
Dr. Pritam Singh       
Mr. Ravi Nath
Gen. (Retd.) V. P. Malik
48 hours
  • Future Outlook of the Company
  • Business Strategy
May 7, 2015 Dr. Anand C. Burman           
Mr. M Damodaran    
Mr. Pradeep Dinodia           
Dr. Pritam Singh       
Ms. Shobana Kamineni
Gen. (Retd.) V. P. Malik
2 hours
  • Economic Outlook
  • Domestic Business of the Company
  • Global Business
  • Parts Business
  • Projects of the Company
October 20, 2015 Dr. Anand C. Burman           
Mr. M Damodaran    
Mr. Pradeep Dinodia           
Dr. Pritam Singh       
Mr. Ravi Nath
Gen. (Retd.) V. P. Malik
2 hours
  • Economic Outlook
  • Key Company Highlights
  • Global Business
  • Domestic Business of the Company covering Market Trend, Growth Trend etc.
  • SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015
May 5, 2016 Mr. M Damodaran
Mr. Pradeep Dinodia
Mr. Ravi Nath
Ms. Shobana Kamineni
Gen. (Retd.) V.P. Malik
1 hour
  • Domestic Business Outlook
  • Marketing Strategy
August 8, 2016 Dr. Anand C. Burman
Mr. M. Damodaran
Mr. Pradeep Dinodia
Mr. Paul Bradford Edgerley
Dr. Pritam Singh
Mr. Ravi Nath
Gen. (Retd.) V.P. Malik
2 hours
  • Insight on Two-wheeler Industry and Company’s Performance
  • International Outlook of Industry especially where the Company had footprints
  • Product Planning Strategy
  • R&D
October 26, 2016 Mr. M. Damodaran
Mr. Pradeep Dinodia
Dr. Pritam Singh
Mr. Ravi Nath
Gen. (Retd.) V.P. Malik
1 hour
  • Operations Overview
  • Domestic Business
February 7, 2017 Dr. Anand C. Burman
Mr. M. Damodaran
Mr. Pradeep Dinodia
Mr. Paul Bradford Edgerley
Dr. Pritam Singh
Mr. Ravi Nath
Gen. (Retd.) V.P. Malik
2 hours
  • Global Product Launch
  • R&D
  • Domestic Business
  • Organisation & Talent Review
March 7, 2017 Mr. M. Damodaran
Mr. Pradeep Dinodia
Ms. Shobana Kamineni
Dr. Pritam Singh
Mr. Ravi Nath
Gen. (Retd.) V.P. Malik
1 Hour
  • Global Product Planning
  • Domestic Sales / Marketing

Details of familiarisation program attended by independent Directors:

Names of Directors

Financial Year 2014-15 Financial Year 2015-16 Financial Year 2016-17 Cumulative till date
No. of
Programmes
No. of
Hour
No. of
Programmes
No. of
Hour
No. of
Programmes
No. of
Hour
No. of
Programmes
No. of
Hour
Dr.Anand C.Burman 1 48 2 4 2 4 5 56
Mr. Pradeep Dinodia 1 48 2 4 5 7 8 59
Dr.Pritam Singh 1 48 2 4 4 6 7 58
Mr. Ravi Nath 1 48 1 2 5 7 7 57
Gen. (Retd.) V. P. Malik 1 48 2 4 5 7 8 59
Mr. M Damodaran 0 0 2 4 5 7 7 11
Ms.ShobanaKamineni* 0 0 1 2 2 2 3 4
Mr. Paul Bradford Edgerley** 0 0 0 0 2 4 2 4

* Appointed as Independent Director w.e.f. 27.03.2015.

** Appointed as Independent Director w.e.f. 05.05.2016.