Certain classes of Company should include in the Report by its Board of Directors a statement indicating the manner in which formal annual evaluation has been made by the Board of its own performance and that of the Comm

Section 134(3)(p) of the Companies Act, 2013 require a specified class of companies to disclose the criteria of performance evaluation of the Board, its committees and of individual directors has been made in its Annual Report, however, tasks of developing the criteria for and the process of evaluation have been (appropriately) left to the discretion of the companies. For this, there should a specified methodology tool accepted in the company for carrying out performance evaluation. This specimen tool is designed to assist in assessing the effectiveness of the board, its committees and individual directors. The tool takes the form of a series of assertions which should be awarded a rating on a scale by individual directors, respective committee members and by the board as a whole. Upon completion of the evaluation complete, the matters should be discussed at a board meeting. At the Board meeting, Chairman, Nomination and Remuneration Committee and one of the representatives of the Independent Directors shall brief the manner in which evaluation exercise has been carried by them. Further, an external facilitator can play a pivotal role in board evaluation. Generally, Chairman, Nomination and Remuneration Committee after consultation with the Chairman of the Board decides the criteria and scaling for the purpose of evaluation. This criteria can be in the form of a questionnaire which include questions like Board composition, committee composition, board meeting frequency, board role in strategy, talent management, succession planning, corporate governance, compliance management, time commitment etc.