Arohan Financial Services Limited | Annual Report 2022-23

95 | Annual Report | 2022-2023 4. Nomination and Remuneration Committee The responsibility of the Nomination and Remuneration Committee of the Board is to oversee that the Company’s nomination process including succession planning for the senior management and the Board and specifically to assist the Board by identifying, screening and reviewing individuals qualified to serve as Executive Directors, Non- Executive Directors and Independent Directors so that the directors appointed would have appropriate skills to support the functioning of the Company. The Committee recommend the appointment and removal of directors, and for approval at the AGM and evaluate the performance of the Board and review the evaluation’s implementation and compliance and plans for Leadership development, and also develop and maintain corporate governance policies applicable to the Company. The Committee also reviews the candidature of the Directors and ensures that they are fit and proper as per the guidelines of RBI and The Companies Act, 2013. Remuneration Policy: Nomination and Remuneration Committee of the Company also determines the sitting fees to be paid to the independent non-executive directors of the Company. In case the Company determines the use of services of the Directors for specific assignments then the Company would compensate the directors additionally for their professional services and such compensation would be determined by the Board after being recommended by the Committee. The compensation payable to the Independent Directors is as decided by the Board, the sum of which does not exceed 1% of the net profits for the year, calculated as per the provisions of the Companies Act, 2013. Composition: • Ms. Matangi Gowrishankar, Chairperson • Mr. Rajat Mohan Nag, Member • Mr. Sumantra Banerjee, Member • Mr. Piyush Goenka, Member • Mr. Vineet Chandra Rai, Member • Mr. Dinesh Kumar Mittal, Member The Board reconstituted the Nomination and Remuneration Committee at the Board Meeting held on May 12, 2023 and thereby Mr. Dinesh Kumar Mittal was appointed as a member of the Nomination and Remuneration Committee. As on March 31, 2023 the Committee comprised of three (3) Independent Directors, one (1) Nominee Director and one (1) Promoter Director. The Chief Financial Officer and the Head of HR, Admin, Training & CSR are permanent invitees to the meetings of the Committee. The other directors and observers are invited to attend the Committee meetings as when required. The Company Secretary acts as the secretary to the Committee. The Committee met five (5) times during the year on May 11, 2022, August 12, 2022, November 11, 2022, December 01, 2022 and February 14, 2023. Attendance of Directors: Name of the Member Position No. of Meetings Held No. of Meetings Attended Ms. Matangi Gowrishankar Independent Director 5 5 Mr. Sumantra Banerjee Independent Director 5 3 Mr. Rajat Mohan Nag Independent Director 5 4 Mr. Piyush Goenka Nominee Director 5 4 Mr. Vineet Chandra Rai Promoter Nominee Director 5 3 5. Share Transfer and Securities Allotment Committee TheShareTransfer andSecuritiesAllotmentCommittee of the Board is responsible for ensuring that the shares allotment and transfer of the company should be fit and proper as per the guidelines of Companies Act, 2013. Composition: • Mr. Manoj Kumar Narayan Nambiar, Chairperson • Mr. Anurag Agrawal, Member • Mr. Vineet Chandra Rai, Member • Mr. Piyush Goenka, Member