FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS OF FLEXITUFF INTERNAITONAL LIMITED

The familiarization programme (“the Program”) for Independent Directors of Flexituff International Limited (“the Company”) has been adopted by the Board of Directors pursuant to Clause 25 (7) of the SEBI (Listing Obligations and Disclosure requirement) Regulations, 2015

Purpose

The program formulated with the objectives of making the independent Directors of the Company accustomed to their roles and responsibilities is divided into various modules with the emphasis on:

• Roles, Rights and Responsibilities of Independent Directors.
• Business model of the Company.
• Nature of Industry in which the listed entity operates.
• Strategy, Operations and functions of the Company.

The program has been designed considering the specific needs of Contemporary Corporate Governance and the expected obligations of Independent Directors in view of the onerous responsibility conferred by the Companies Act, 2013 and the listing agreement as amended from time to time.

FAMILIARIZATION PROCESS

The Company shall through its Executive Directors / Senior Management Personnel conduct programs / presentations periodically to familiarize the independent Directors with the strategy, operations and functions of the Company.

The program essentially has two broad components – technical and behavioral. The technical component shall enable the participants to understand Company business, strategies, industry dynamics and its growth plans and prepare them for an active role in Company. The behavioral component shall empower the participants to understand board procedures and help them to be effective in board activities. The Program also aims to offer a conceptual framework based upon current expectations which require the Independent Directors to adhere to a code and standards of ethics and integrity for fulfillment of their responsibilities in a professional and faithful manner to promote confidence of the investment community particularly minority shareholders, regulatory authorities and the stakeholders at large.

The Program shall be conducted in such a manner as to facilitate and convenience the independent Directors and enable them to attend the same in view of their busy schedule.

The Company may circulate news and articles related to the industry on a regular basis and may provide specific regulatory updates from time to time.

The Company may conduct an introductory familiarization program/ presentation, when a new Independent Director comes on the Board of the Company.

DISCLOSURE OF THE POLICY

The policy shall be uploaded on the Company’s website for public information and a web link for the same shall also be provided in the Annual Report of the Company.

REVIEW OF THE POLICY

The Board will review this program and make revisions as may be required.