Heritage Foods Limited

Heritage Foods Limited 122 v. Operational Skill/ Strategy planning, Mergers and Acquisitions: Experience in operating and managing on dairy business. Ability to think strategically and identify and critically assess strategic opportunities and threats and develop e ff ective strategies in the context of the strategic objectives of the Company’s relevant policies and priorities. Leading growth through acquisitions and other business combinations, with the ability to assess ‘build or buy’ decisions, analyze the fi t of a target with the Company’s strategy and culture, accurately value transactions, and evaluate operational integration plan. vi. Leadership: Extended leadership experience for a signi fi cant enterprise, resulting in a practical understanding of organizations, processes, strategic planning, and risk management. Demonstrated strengths in developing talent, planning succession, and driving change and long-term growth. Oversee strategic human resource management including workforce planning, employee and industrial relations and oversee large scale organisational change. vii. Information Technology: A signi fi cant background in technology, resulting in knowledge of how to anticipate technological trends, generate disruptive innovation, and extend or create new business models. Knowledge and experience in the strategic use and governance of information management and information technology within the organisation. viii. International Business: Knowledge of and experience in companies with operations outside of India. TheDirectors of your Company comprises of quali fi ed individuals who collectively possess the above skills, competencies, and experience across diverse fi elds that enable them to make e ff ective contributions to the Board and its Committees. Given below is a list of core skills, expertise and competencies of the individual Directors: Director Area of Expertise Financial Policy Develop- ment Leader- ship Information Technology Strategy planning, Mergers and Acquisitions Governance and Compliance Sales & Market- ing Interna- tional Business Mr. N. Srivishnu Raju √ √ √ √ √ √ √ Mr. Rajesh T Ahuja √ √ √ √ √ √ Mrs. Aparna Surabhi √ √ √ √ √ √ Dr. V. Nagaraja Naidu √ √ √ √ √ √ Mrs. N Bhuvaneswari √ √ √ √ √ √ Mrs. N Brahmani √ √ √ √ √ √ √ √ These skills/competencies are broad-based, encompassing several areas of expertise/experience. Each Director may possess varied combinations of skills/experience within the described set of parameters, and it is not necessary that all Directors possess all skills/experience listed therein. (i) Declaration by Independent Directors All the Independent Directors of the Company have given declarations and con fi rmed that they meet the criteria of Independence as provided under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations and that they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgment and without any external in fl uence. They also declare that apart from receiving director’s remuneration (sitting fees) they did not have any pecuniary relationship or transactions with the company, its promoter, its directors, senior management and they are not a material supplier, service provider or customer or a lessor or lessee of the company, which may a ff ect their independence, and was not a substantial member of the company i.e. owning two percent or more of the block of voting shares. ( j) Reason for resignation of an Independent Director During the year Mr. D. Seetharamaiah (DIN: 00005016) Non-Executive Independent Director (designated as Chairperson) of· the Company, resigned from the Board wef. July 01, 2020 due to his health issues and left for heavenly abode on July 19, 2020, after a brief illness. The Board of Directors of the Company express their deep condolences and pay tribute to late Mr. D. Seetharamaiah, a great visionary leader.