Page 132 - DJML Annual Report 24-25
P. 132

DJ MEDIAPRINT & LOGISTICS LIMITED
                                                                                                                                                                 CORPORATE OVERVIEW      STATUTORY REPORTS     FINANCIAL STATEMENTS

             The  Company  has  a  structured  assessment         •   Development  and  monitoring  of  leadership                  The details of remuneration paid to all Directors (Executive and Non-Executive Independent Directors) during
             process  for  evaluation  of  performance  of  the      teams,  Compliance  focus  and  insistence  on                 the year 2024-25 are as under:
             Board,  Committees  of  the  Board  and  individual     ethical business practices                                  Sr.                                           Basic Salary   Allowances &   Sitting fees   Professional   Total
             performance  of  each  Director  including  the     •   Assistance  in  implementing  best  governance              No.   Name of the Directors  Designation        Paid     Perquisites   paid  (`)  fees    Remuneration
                                                                                                                                                                                  (`)
                                                                                                                                                                                                                               (`)
                                                                                                                                                                                             (`)
             Chairman.
                                                                     practices and monitors the same                             1     Mr. Dinesh Muddu   Chairman & Managing   1,80,000.00  15,85,000.00  -        -      17,65,000.00
             Board of Directors                                                                                                        Kotian            Director
                                                                 •   Exercises  independent  judgment  in  the  best                   Mr. Deepak Pandurang   Whole-time Director  1,80,000.00  14,27,000.00  -     -      16,07,000.00
             The  parameters  of  the  performance  evaluation       interest of Company                                         2     Bhojane
             process for the Board, inter alia, considers work done                                                                                      Whole-time Director   1,80,000.00  14,27,000.00  -         -      16,07,000.00
             by the Board around long term strategy, rating the      Committees of the Board                                     3     Mr. Deepak
                                                                                                                                       Dattaram Salvi
             composition & mix of Board members, discharging       The  performance  evaluation  of  Committees  was             4     Mr. Devadas Alva  Non- Executive            -          -          -          -          -
             its governance & fiduciary duties, handling critical   carried  out  based  on  the  degree  of  fulfillment                                Non- Independent Director
             and dissenting suggestions, etc. The parameters of   of  key  responsibilities  as  outlined  by  the               5     Mr. Dwarka Prasad   Non- Executive          -          -          -          -
             the  performance  evaluation  process  for  Directors   charter,  adequacy  of  Committee  composition,                   Gattani           Independent Director
             includes  effective  participation  in  meetings  of   effectiveness of meetings, quality of deliberations          6     Mr. Navinchandra    Non- Executive          -          -          -          -          -
             the  Board,  domain  knowledge,  vision,  strategy,   at  the  meetings  and  information  provided  to  the              Rama Sanil        Independent Director
             attendance  of  Director(s),  etc.  Independent     Committees. The  overall  performance  evaluation               7     Mr. Purushottam   Non- Executive            -          -          -          -          -
             Directors were evaluated by the entire Board with   exercise  was  completed  to  the  satisfaction  of                   Mahadeo Dalvi     Independent Director
             respect  to  fulfillment  of  independence  criteria  as   the Board. The Board of Directors deliberated on               *resigned w.e.f
             specified in the SEBI Listing Regulations and their   the outcome and agreed to take necessary steps                      June 18, 2024
             independence from the Management.                    going forward.                                                 8     Ms. Deeksha Devadiga  Non- Executive        -          -          -          -          -
                                                                                                                                       *resigned w.e.f    Independent Director
             Criteria for Performance Evaluation of Independent      Remuneration of Directors:                                        June 18, 2024
             Directors                                                                                                           9     Mr. Ganesh Nathuram   Non- Executive        -          -          -          -          -
                                                                  The  Board  of  Directors  have  devised  Nomination                                   Independent Director
             The  key  criteria  for  performance  evaluation  of   and Remuneration Policy in accordance with Section                 Dhonde
             Independent  Directors  of  the  Company  are  given   178 (3) and (4) of the Companies Act, 2013 which                   *appointed
                                                                                                                                       w.e.f June 18, 2024
             below:
                                                                  consists  criteria  for  determining  qualifications,          10    Ms. Nirmala Patwa  Non- Executive           -          -          -          -          -
             •   Participation and contribution by a Director;    positive attributes and independence of a director                   appointed         Independent Director
                                                                                                                                       w.e.f June 18, 2024
             •   Effective  deployment  of  knowledge  and        and remuneration for the Directors, key managerial
                 expertise;                                       personnel  and  other  employees  and  the  other                 Criteria  of  making  payments  to  Non-executive
                                                                  disclosures required to be made under SEBI Listing
             •   Independence of behavior and judgment.           Regulations . Further Nomination and Remuneration                 Directors                                           i)  WHISTLE BLOWER POLICY
             •   Maintenance of confidentiality of critical issue  Committee  adheres  to  the  terms  and  conditions              The  Company  has  in  place,  a  Policy  stating  the      The Company is committed to adhere to high
                                                                  of  the  policy  while  approving  the  remuneration              criteria  for  making  payments  to  Non-executive
             •   Fulfills the independence criteria as specified in   payable.  Nomination  and  Remuneration  Policy  is           Directors.  The  same  has  been  uploaded  on  the     standards  of  corporate  governance.  The
                 the Companies Act, 2013 and the SEBI Listing     available on our website viz: https://www.djcorp.in/              Company’s  website-  https://www.djcorp.in/pages/       Company has adopted a Whistle Blower Policy
                 Regulations  and  their  independence  from  the   images/Nomination%20and%20remuneration%20                       criteria-of-making-payments-to-neds.pdf                 as part of vigil mechanism to provide appropriate
                 management.                                      Policy.pdf                                                                                                                avenues  to  the  Directors  and  employees  to
                                                                                                                                    Details  of  service  contracts,  Notice  Period  and   bring to the attention of the management any
                                                                                                                                    Severance Fees                                          issue  which  is  perceived  to  be  in  violation  of
                                                                                                                                                                                            or  in  conflict  with  the  fundamental  business
                                                                                                                                    The Company does not have any policy for service
                                                                                                                                    contracts, notice period and severance fees or any      principles of the Company. The employees are
                                                                                                                                    other payment to be made to the Directors on their      encouraged to voice their concerns by way of
                                                                                                                                    resignation.                                            whistle  blowing  and  all  the  employees  have







         130   Annual Report 2024-25                                                                                                                                                                      Annual Report 2024-25 131
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