- About Us
- Corporate Governance
- Promoters & Funding Agencies
- Our Customers
- Contact Us
The Board of Directors of Asirvad Micro Finance Limited (“the Company”) has constituted Nomination and Remuneration Committee in pursuant to Section 178 of the Companies Act, 2013, which is a combination of Non- Executive directors and Independent Directors. The Nomination and Remuneration Committee has formulated and recommended to the Board a policy called “Nomination & Remuneration Policy”. Framing of the Remuneration Policy is also mandated by the Companies Act, 2013.
The Committee has framed this policy to ensure the payment of equitable, competitive remuneration to all directors, Key Managerial Personnel (KMP) and employees of the Company which is based on individual performance, Company’s benchmark and Industry practices.
Key Principles of the Remuneration Policy
The following are the set of Principles act as guiding factors:
Objective and purpose of the Remuneration Policy
The following are the key Objectives of the policy is given below:
Appointment and Removal of Director, KMP and Senior Management Personnel
1. Appointment Criteria and Qualifications
a) The Committee shall identify and ascertain the integrity, qualification, expertise and experience of the person for appointment as Director, KMP or at Senior Management level and recommend to the Board his/ her appointment.
b) A person should possess adequate qualification, expertise and experience for the position he / she is considered for appointment. The Committee has discretion to decide whether qualification, expertise and experience possessed by a person is sufficient / satisfactory for the concerned position. c) The Company shall not appoint or continue the employment of any person as Director, Managing Director, Whole Time Director or Manager who has attained the age of seventy years. However, in case of Managing Director, Whole Time Director or Manager, who has attained the age of seventy years his/ her appointment may be made by passing a special resolution
d) Independent Directors/ Non- Executive Directors should be between 35 to 75 years of age.
e) The Committee shall undertake a process of Due Diligence based on the criteria of qualification, technical expertise, track record, integrity etc and shall ensure that proposed or existing Director meets the fit and proper criteria as prescribed by the Reserve Bank of India.
a) Managing Director / Whole-time Director:
The company shall appoint or re-appoint any person as its Executive Chairman, Managing Director or Executive Director for a term not exceeding five years at a time. No re-appointment shall be made earlier than one year before the expiry of term.
b) Independent Director:
An Independent Director shall hold office for a term up to maximum five consecutive years on the Board of the Company and will be eligible for re-appointment for a another term of maximum five year on passing of a special resolution by the Company. The Independent Director shall not retire by rotation.
The Chairman/ Managing Director of the Company shall issue and sign the appointment letter of Independent Directors.
Due to reasons for any disqualification mentioned in the Act or under any other applicable Act, rules and regulations there under, the Committee may recommend to the Board with reasons recorded in writing, removal of Director, KMP or Senior Management Personnel subject to the provisions and compliance of the said Act, rules and regulations.
No Director shall continue on the Board after attaining the age of 75 years.
Remuneration to the Directors, KMP and Senior Management Personnel.
i) Executive Directors and Non- Executive Directors / Independent Directors.
ii) Key Managerial Personnel and Senior Management
Membership & Quorum:
The Committee shall consist of minimum 3 non-executive directors, majority of them being independent. The quorum of the committee shall be one-third of its total strength or two members which ever is higher.
Frequency of Meetings
The meeting of the Committee shall be held at such regular intervals as may be required.
S.V. Raja Vaidyanathan