annual-report-FY2020

174 COMPANY OVERVIEW BOARD’S REPORT MANAGEMENT DISCUSSION AND ANALYSIS CORPORATE GOVERNANCE BUSINESS RESPONSIBILITY REPORT STANDALONE ACCOUNTS CONSOLIDATED ACCOUNTS Video conferencing facility is offered to facilitate Directors to participate in the Meetings of the Board and of Committees, as and when required. D. Meetings of Independent Directors The Independent Directors of your Company meet before the Board Meeting without the presence of the Executive Chairman, Managing Director, other Non-Independent Director(s) or any other Management Personnel. These Meetings are conducted in an informal and fexible manner to enable the Independent Directors to, inter alia , discuss matters pertaining to review of performance of Non-Independent Directors and the Board of Directors as a whole, review the performance of the Executive Chairman of the Company (taking into account the views of the Managing Director and Non-Executive Director), assess the quality, quantity and timeliness of fow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties. Five Meetings of Independent Directors were held during the year and these Meetings were well attended by the Independent Directors. E. Director(s) seeking Appointment/ Re-appointment Mr. Anand G. Mahindra, Director, is liable to retire by rotation and being eligible for re-appointment at the ensuing AGM of your Company, has offered himself for re-appointment. Pursuant to the recommendation of the GNRC, the Board at its Meeting held on 20 th December, 2019, approved the following: • Re-designation of Dr. Pawan Goenka as ‘Managing Director and Chief Executive Officer’ with effect from 1 st April, 2020 till the end of his current term i.e. upto 11 th November, 2020 and his re-appointment as Managing Director of the Company, liable to retire by rotation, designated as ‘Managing Director and Chief Executive Officer’ for a period commencing from 12 th November, 2020 to 1 st April, 2021 (both days inclusive), subject to the approval of the Members at the 74 th AGM of the Company; • Appointment of Dr. Anish Shah as an Additional Director of the Company from 1 st April, 2020 to hold office up to the date of the 74 th AGM of the Company and subject to the approval of the Members at the said AGM as Whole-time Director of the Company, liable to retire by rotation, designated as ‘Deputy Managing Director and Group Chief Financial Officer’ from 1 st April, 2020 to 1 st April, 2021 (both days inclusive) and as ‘Managing Director and Chief Executive Officer’ for a period commencing from 2 nd April, 2021 to 31 st March, 2025 (both days inclusive); • Mr. Rajesh Jejurikar as an Additional Director of the Company from 1 st April, 2020 to hold office up to the date of the 74 th AGM of the Company and subject to the approval of the Members at the said AGM, as Whole-time Director of the Company, liable to retire by rotation, designated as ‘Executive Director (Automotive and Farm Sectors)’ for a period of five years from 1 st April, 2020 to 31 st March, 2025 (both days inclusive); • Appointment of Mr. CP Gurnani as an Additional Director of the Company from  1 st April, 2020 to hold office up to the date of the 74 th AGM of the Company, and thereafter, subject to the approval of the Members at the said AGM,  as a Non‑Executive Non-Independent Director, liable to retire by rotation.  Mr. Anand G. Mahindra Executive Chairman Mr. Anand G. Mahindra is Executive Chairman of the Company. Mr. Mahindra graduated with Honours (Magna cum laude) from Harvard College, Cambridge, Massachusetts, in 1977. In 1981, he secured an MBA degree from the Harvard Business School, Boston, Massachusetts. He returned to India that year and joined erstwhile Mahindra Ugine Steel Company Limited (MUSCO), which was, at that time, the country’s foremost producer of specialty steels as Executive Assistant to the Finance Director. In 1989, he was appointed Deputy Managing Director and President of MUSCO. During his stint at MUSCO, he initiated the Mahindra Group’s diversification into the new business areas of real estate development and hospitality management. Mr. Mahindra was first appointed as a Director on the Board of the Company on 23 rd November, 1989. He took over as Deputy Managing Director of the fagship company, Mahindra & Mahindra Limited in 1991 at a time when the turnover was US$ 177 million. He initiated a comprehensive change programme in