PRIVACY POLICY
Nomination & Remuneration Policy (As per Companies Act, 2013)
In accordance with Section 178 of the Companies Act, 2013, every listed company engaged in sectors such as architectural hardware, kitchen hardware, furniture hardware, glass hardware, door hardware, and wardrobe hardware is required to establish a Nomination and Remuneration Committee.
This committee must consist of a minimum of three directors, all of whom should be non-executive, with at least 50% being Independent Directors. The Chairperson of the committee must also be an Independent Director.
The committee is responsible for:
- Defining criteria for identifying qualified and independent directors
- Recommending remuneration policies for directors, Key Managerial Personnel (KMP), and employees
- Evaluating Board performance and Independent Directors
- Promoting diversity and balance within the Board structure
Criteria for Appointment of Directors
While appointing directors, especially in companies dealing with door hardware, furniture hardware, wardrobe hardware, and architectural hardware solutions, the following factors are considered:
- The individual must be legally eligible under applicable laws
- Should have strong industry knowledge, particularly in sectors like kitchen hardware and glass hardware manufacturing or distribution
- Must demonstrate proven achievements in business, professional, or public domains
- Should possess leadership qualities, decision-making ability, and adaptability to evolving market trends
- Must have excellent communication and strategic thinking skills
- Should uphold high ethical standards and professional integrity
Additional Criteria for Independent Directors
Independent Directors must meet strict independence standards, including:
- Demonstrating integrity, expertise, and relevant industry experience
- No association with promoters or group companies
- No material financial relationship with the company or its subsidiaries
- No significant shareholding or voting power beyond prescribed limits
- No employment or professional relationship with the company in recent years
- Must not be a supplier, customer, or service provider influencing business decisions in hardware sectors such as kitchen hardware, door hardware, or architectural hardware
Key Attributes of Directors
Directors are expected to:
- Maintain transparency, trust, and accountability
- Stay updated with trends in architectural hardware, furniture hardware, and glass hardware industries
- Actively participate in strategic decisions, risk management, and governance
- Build strong collaboration with management and stakeholders
- Safeguard the interests of the company, shareholders, and employees
Criteria for Appointment of KMP / Senior Management
For leadership roles in companies operating in kitchen hardware, wardrobe hardware, and door hardware industries, candidates must:
- Have relevant qualifications, expertise, and industry experience
- Promote a professional and transparent work culture
- Demonstrate team leadership and goal-oriented execution
- Strictly follow the company’s code of conduct and governance policies
Evaluation Criteria for Independent Directors
The performance of Independent Directors is assessed based on:
- Preparation and participation in board meetings
- Contribution to strategy, especially in sectors like architectural hardware and furniture hardware markets
- Ability to evaluate risks and challenge assumptions
- Engagement in company activities such as site visits or product reviews
- Communication effectiveness and collaboration with Board and management
- Continuous learning and awareness of industry and regulatory updates
Evaluation of Board Performance
The Board is evaluated on:
- Strategic contribution and business growth
- Effectiveness in risk management and decision-making
- Balance of skills and diversity within the Board
- Responsiveness to challenges and crisis situations
- Communication with stakeholders and management
- Efficiency of meetings, reporting, and governance practices
Performance Evaluation Process
- Independent Directors are evaluated by the entire Board (excluding the concerned director)
- Independent Directors meet at least once annually without management presence
- Key review areas include:
- Performance of non-independent directors
- Effectiveness of the Chairperson
- Quality and timeliness of information flow
Policy Flexibility
In exceptional cases, deviations from this policy may be permitted, provided they are justified and aligned with the company’s best interests, particularly in dynamic industries like kitchen hardware, glass hardware, and architectural hardware manufacturing.
