PRIVI SPECIALITY CHEMICALS LIMITED Annual Report 2020-21

49 Annual Report 2020-21 CORPORATE OVERVIEW STATUTORY REPORTS FINANCIAL STATEMENTS The said software is installed on the Company’s server and access is given only to the Company Secretary and other designated officials of the Company, who monitor the transactions. A declaration affirming compliance with the Code of Conduct by the Members of the Board and Senior Management personnel is given below: Declaration: I, Mahesh P Babani, Chairman and Managing Director of the Company, hereby declare that all the members of the Board of Directors and the Senior Management personnel have affirmed compliance with the Code of Conduct, applicable to them as laid down by the Board of Directors in terms of Regulation 26(3) of the Listing Regulations for the year ended March 31, 2021. Mahesh P Babani Chairman & Managing Director DIN: 00051162 Navi Mumbai, April 01, 2021 Related Party Transaction Policy In compliance with the requirements of Regulation 23 of Listing Regulations, the Board of Directors of the Company has approved a Related Party Transaction Policy, to facilitate management to report and seek approval for any Related Party Transaction proposed to be entered into by the Company. The said Related Party Transaction Policy can be viewed on http://www.privi.com/investor-relations/corporate-governance/company-policies Familiarization Program for Independent Directors Independent Directors are familiarized with their roles, rights and responsibilities in the Company as well as with the nature of industry and business model of the Company through induction programs at the time of their appointment as Directors and on regular basis by providing detailed presentations on the businesses/operations of the Company. The review and approval of quarterly and annual financial statements of the Company as well as detailed presentation covering inter alia economy and industry overview, key regulatory developments, strategy, CAPEX Plans and performance of Company is made to the Board. Apart from the above policies, the Board has in accordance with the requirements of The Act and Listing Regulations, 2015 approved and adopted Policy for determining Material Subsidiary, Nomination and Remuneration Policy, Policy on Determination of Materiality of Events/Information and Policy for Preservation of Documents And Archival of Records. 2. Board of Directors • Composition of Board of Directors The composition of the Board of Directors of the Company is in conformity with the requirement of Regulation 17 of SEBI (LODR) Regulations, 2015 as amended from time to time. In compliance with the Corporate Governance norms in terms of constitution of the Board, the Board is headed by Chairman and Managing Director and consist of One Executive Director, Five Non-Executive Independent Directors including one woman Director, representing optimum combination of professionalism, knowledge and experience to ensure the independence of the Board and to separate the Board functions of governance and management. Non-Executive and Independent Directors have expert knowledge in the fields of finance, taxation, legal and industry. Thus, the Board represents a balanced mix of professionals, who bring the benefits of their knowledge and expertise. • Board Skills, Expertise and Competencies The Board of Directors collectively have the skills, knowledge and experience to effectively govern and direct the organization., The present size of the Board is appropriate for effective decision making. The mapping of the skills, expertise and competence among the Directors is identified by the Company and evaluated every year. The eligibility of a person to be appointed as a Director of the Company is dependent on possession of the requisite skills, as identified by the Nomination and Remuneration Committee of the Board and based on the criteria specified in the Nomination and Remuneration Policy.