Gillette_India_Limited_AR_20

Annual Report 2019-20 40 Gillette India Limited i SALARY- Each executive employee will be entitled to receive a salary which will be competitive and based on executive's responsibilities and performance. ii SHORT TERM INCENTIVES - Based on the achievement of an individual, pre-defined financial and strategic business targets presented by the Committee and ratified by the Board of Directors. iii LONG TERM INCENTIVES - Each Executive Employee will be entitled to receive long term incentives, as per the global guidelines and as recommended by the Management, from time to time. iv SEVERANCE PAY AND PENSION CONTRIBUTION - As per employment terms. v OTHER BENEFITS- Executive employees will be entitled to insurance policy (s), pension scheme and such other benefits as the Company may provide from time to time. 5. RATIFICATION OF REMUNERATION TO KEY MANAGEMENT PERSONNEL The committee will bi-annually ratify the remuneration of the key Management Personnel. 6. MAXIMUM MANAGERIAL REMUNERATION The total managerial remuneration payable by the Company, to its directors, including managing director and whole-time director and non executive directors shall be within the limits as prescribed under the law. 7. REMUNERATION OF INDEPENDENT DIRECTOR The Company will remunerate Independent Directors in a manner designed to attract and maintain high quality Board members. Independent Directors are paid remuneration by way of commission and/or sitting fees. The Company may pay a sitting fee per meeting to Independent Directors for attending Board meetings within the limits prescribed under law. Further, if the shareholders approve, commission may be paid to Independent Directors including Independent Directors within the statutory monetary limits. Such commission is paid on a uniform basis to reinforce the principle of collective responsibility. The remuneration of Independent directors is consistent with and supportive of maintaining the Independent director’s independence. 8. POLICY AND PROCEDURE FOR SELECTION AND APPOINTMENT OF NEW DIRECTORS (A) The selection criteria for the appointment and re-appointment of directors will normally be based on an analysis of the composition of the existing Board, its skill and experience and its independence requirements. Factors to be considered when reviewing a potential candidate for Board appointment include without limitation: • The skills, experience, expertise and personal qualities that will best complement Board effectiveness; • The capability of the candidate to devote the necessary time and commitment to the role. This involves a consideration of matters such as other Board or executive appointments; • Potential conflicts of interest, and independence in accordance with the Companies Act, 2013 and the SEBI Regulations, as specified and applicable from time to time. (B) Each director will prior to their appointment provide to the company sufficient information to allow the Board to adequately assess the independence of the director. Directors should ensure that updated information is provided to the Board if the circumstances relating to the assessment of their independent status changes. (C) The identification of potential Directorial candidates may be assisted by the use of external search organisations as appropriate. 9. Evaluation 9.1 Evaluation of Key Managerial Personnel • The Managing Director performs the evaluation of performance on an annual basis. • The Managing Director does a review of the performance based on the efforts put in by the employee, results achieved against the goals set, and impact of external /internal factors. • The performance review will also include the review of remuneration of the KMP.