115 | Annual Report | 2024-2025 d) Whether there any reputational risks are envisaged as a result of the said Related Party Transaction? e) Type, Material terms and particulars of the proposed transaction. f) Name of the related party and its relationship with the Company or its subsidiary, including nature of its concern or interest (financial or otherwise). g) Value of the proposed transaction. h) Tenure of the proposed transaction. i) The percentage of the listed entity’s annual consolidated turnover, for the immediately preceding financial year, that is represented by the value of the proposed transaction (and for a RPT involving a subsidiary, such percentage calculated on the basis of the subsidiary’s annual turnover on a standalone basis shall be additionally provided); j) the transaction relates to any loans, inter-corporate deposits, advances or investments made or given by the listed entity or its subsidiary: i) details of the source of funds in connection with the proposed transaction; ii) where any financial indebtedness is incurred to make or give loans, inter-corporate deposits, advances or investments, •nature of indebtedness; •cost of funds; and •tenure; iii) applicable terms, including covenants, tenure, interest rate and repayment schedule, whether secured or unsecured; if secured, the nature of security; and iv) the purpose for which the funds will be utilized by the ultimate beneficiary of such funds pursuant to the RPT. k) Justification as to why the RPT is in the interest of the Company; l) copy of the valuation or other external party report, if any such report has been relied upon; m) percentage of the counter-party’s annual consolidated turnover that is represented by the value of the proposed RPT on a voluntary basis; n) Any other information that may be relevant. B. Board of Directors: (A) The following related party transactions shall be placed before the Board of Directors for approval, after the approval of the Audit Committee: (i) Related party transactions referred by the Audit Committee; (ii) Related party transactions not on arm’s length basis, and/or; (iii) Related party transactions not in the ordinary course of business. In addition to the above, the following kinds of transactions with related parties should also be placed before the Board of Directors for its approval: a) Transactions which may be in the ordinary course of business and at arm’s length basis, but which are as per the policy determined by the Board from time to time (i.e. value threshold and/or other parameters) require Board approval in addition to Audit Committee approval; b) Transactions in respect of which the Audit Committee is unable to determine whether or not they are
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