Part-time Non-official (Independent) Directors are appointed by the Board of Directors pursuant to the order of the Department of Commerce, Government of India, for a period of three years or until further orders, whichever is earlier.

Independent Directors are required to comply with the requirements of the “Code of Business Conduct & Ethics for Board Members and Senior Management Personnel”, “Code of Conduct to Regulate, Monitor and Report Trading by Insiders” and the “Charter for Board of Directors” approved by the Board of Directors of STC. The Independent Director shall always act in accordance with the Memorandum & Articles of Association of the Company and in furtherance of objects of the Company.

Independent Directors are entitled to a sitting fee @ 20000/- per Board Meeting and Rs. 20000/- per Board Level Committee Meeting attended by them. In addition, Independent Directors are eligible for reimbursement of expenses for participation in the Board and other meetings. However, Independent Directors will not be eligible for any profit related commission or stock option.