DISCLOSURE UNDER REGULATION 25 AND 46 OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
Anupam Rasayan India Limited (“the Company”) has an orientation process/familiarization programme for its independent directors with emphasis on:
- Roles, Rights and Responsibilities – Board dynamics & functions
- Strategy, Operations and functions of the Company
The roles, rights and responsibilities of Independent Directors are particularly mentioned in the appointment letter issued to them at the time of their appointment. Moreover, as a process when a new independent director is appointed, an induction programme is conducted by the senior management team and also whenever the independent director is appointed to a Board Committee as a new member, information relevant to the functioning of the Committee and the role and responsibility of Committee members is informed. The Independent Directors have attended such orientation process/ familiarization programme.
DETAILS OF OTHER FAMILIARIZATION PROGRAMMES IMPARTED TO INDEPENDENT DIRECTORS:
A. Presentation/updates by respective key persons:
At the Board and committee meetings of the Company, the key persons also join as an attendee(s)/invitee(s) as and when required, to get the directors more familiarized with the business/operations and risks/challenges faced by the industry on an ongoing basis, by way of presentation/updates. Presentations on the business outlook, plans, business strategies, scale and operations, internal control systems, risks and mitigation plans, various policies of the Company are given to all the directors including the independent directors during the meetings and at other times from time to time. The Directors are also updated in respect of the recent legal amendments as applicable to the Company in respect of discussions in regard to any such matter undertaken in the meetings of the Board and committees of the Board.
The details of the same are as mentioned below:
Details of Familiarization Programmes imparted to Independent Directors | ||
---|---|---|
Particulars | FY 2021-22 | FY 2022-23 |
Number of programmes attended by Independent Directors (during the year and on a cumulative basis till date) | Presentations and business updates: a. Financial results b. Capex and working capital requirements c. Internal financial controls d. Company policies e. Business strategies & action plans, risks & mitigation plan |
Presentations and business updates on: a. Financial results b. Capex and working capital requirements c. Internal financial controls d. Business strategies & action plans, e. CSR Initiatives and impact thereof f. Status of regulatory compliance g. Company policies h. Business risks & their mitigation measures |
Number of hours spent by Independent Directors in such programmes (during the year and on cumulative basis till date) | Approx. 6 hours (Approx. 6 hours on cumulative basis till March 31, 2022) |
Approx. 6 hours (Approx. 12 hours on cumulative basis till March 31, 2023) |
Purpose of Programme | 1. To update Independent Directors of the Company regarding scale and details of its operations along with the risks/ challenges faced by the industry; 2. Overview of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015; 3. Business strategies of the Company; 4. Business Model of the Company. |
1. To update Independent Directors of the Company regarding scale and details of its operations along with the risks/ challenges faced by the industry; 2. Overview of regulatory requirements; 3. Business strategies of the Company; 4. Business Model of the Company. |
B. Plant visit by Independent Directors:
Visits to the manufacturing facilities of the Company located in Sachin, Surat and Jhagadia, Bharuch, are organised for all the Independent Directors. During such visits, the Independent Directors are apprised on the plant operation system, safety measures initiated thereat, raw material handling & management system, process of manufacturing, etc.
The details of the same are as mentioned below:
Details of Familiarization Programmes imparted to Independent Directors | ||
---|---|---|
Particulars | FY 2021-22 | FY 2022-23 |
Number of programmes attended by Independent Directors (during the year and on a cumulative basis till date) | Date of plant visit: i. April 30, 2021 ii. May 11, 2021 iii. September 30, 2021 iv. January 05, 2022 |
Date of plant visits: i. May 24, 2022 ii. August 19, 2022 iii. August 20, 2022 |
Number of hours spent by Independent Directors in such programmes (during the year and on cumulative basis till date) | Approx. 4 hours spent during each visit (Approx. 16 hours on cumulative basis till March 31, 2022) |
Approx. 6 hours spent during each plant visit (Approx. 34 hours on cumulative basis till March 31, 2023) |
Purpose of Programme | 1. To update Independent Directors of the Company regarding scale and details of its operations; 2. Industry updates 3. Business Model of the Company; 4. Rights and responsibilities of Independent Directors. 5. Plant operation system, safety measures and process of manufacturing etc. |
1. To update Independent Directors of the Company regarding scale and details of its operations; 2. Industry updates 3. Business Model of the Company; 4. Plant operation system, safety measures and process of manufacturing etc. |
C. Regular update on key developments:
The Company is also familiarizing its Independent Directors on the key developments regularly by way of timely communication.
DETAILS OF FAMILIARIZATION PROGRAMMES IMPARTED TO INDEPENDENT DIRECTORS DURING THE FINANCIAL YEAR 2023-24:
Particulars | Presentations and business updates | Plant visit |
---|---|---|
Number of programmes attended by Independent Directors (during the year and on a cumulative basis till date) |
a. Internal financial controls; b. Business strategies & action plans; c. CSR Initiatives and impact thereof; d. Regulatory updates; e. Company policies; f. Business risk management & their mitigation measures; g. Global Chemical Market Industry Scenario; h. Business Growth aspects; i. Business Opportunities; j. Key Updates – R&D; k. ESG endeavours; l. Updates on Human Resource Management initiatives. |
Date of plant visit: December 18, 2023; and December 19, 2023 |
Number of hours spent by Independent Directors in such programmes (during the year and on cumulative basis till date) | Approx. 6 hours (Approx. 18 hours on cumulative basis till March 31, 2024) |
Approx. 8 hours spent during plant visit (Approx. 42 hours on cumulative basis till March 31, 2024) |
Purpose | To update Independent Directors of the Company regarding: 1. Operational risk management; 2. Industry updates; 3. Overview of regulatory requirements; 4. Business strategies; 5. Business Model of the Company etc. |
To update Independent Directors of the Company regarding: 1. Scale and details of its operations; 2. Plant operation system, safety measures and process of manufacturing etc. |