annual-report-FY2020

188 COMPANY OVERVIEW BOARD’S REPORT MANAGEMENT DISCUSSION AND ANALYSIS CORPORATE GOVERNANCE BUSINESS RESPONSIBILITY REPORT STANDALONE ACCOUNTS CONSOLIDATED ACCOUNTS quantum of unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the Shareholders of the Company. With a view to expedite the process of share transfers, necessary authority has been delegated to certain officers of the Company to approve the transfers of not more than 10,000 Ordinary (Equity) Shares per transfer, provided the transferee does not hold 2,00,000 or more Ordinary (Equity) Shares in your Company. The Committee is also authorised to approve request for transmission of shares and issue of duplicate share certi cates. The role and terms of reference of the Committee cover the areas as contemplated under Regulation 20 read with Part D of Schedule II of the Listing Regulations and Section 178 of the Act, as applicable, besides other terms as referred by the Board of Directors. As per section 178(7) of the Act and the Secretarial Standards, the Chairman of the Committee or, in his absence, any other Member of the Committee authorised by him in this behalf shall attend the General Meetings of the Company. The then Chairman of the Committee, Mr. R. K. Kulkarni was present at the 73 rd AGM of the Company held on 7 th August, 2019. Apart from the Meeting(s), urgent business (including approvals for issue of duplicate Share Certificates) was transacted through Circular Resolution(s). Subsequently, these Resolution(s) are noted in the Meeting held after the date on which the Circular Resolution(s) is/are passed by the Members. The Committee met thrice during the year under review on 29 th May, 2019, 7 th August, 2019 and 8 th February, 2020. The attendance at the Meetings was as under: Members Number of Meetings attended Mr. R. K. Kulkarni (Chairman)@ 2 Mr. Haigreve Khaitan (Chairman)# 1 Mr. Anand G. Mahindra 3 Dr. Pawan Goenka 3 Dr. Vishakha N. Desai 2 @ Ceased to be a Director and thereby Chairman of the Committee with effect from 8 th August, 2019. # Appointed as an Independent Director and Chairman of the Committee with effect from 8 th August, 2019. Details of Shareholders’/Investors’ Complaints: During the Financial Year ended 31 st March, 2020, 29 complaints were received from Shareholders, all of which have been attended/resolved to the satisfaction of the Shareholders. As of date, there are no pending complaints/share transfers pertaining to the year under review. Trend of Complaints and Number of Shareholders during last 5 years: Financial Year 2015-16 2016-17 2017-18 2018-19 2019-20 Total No. of Complaints 19 17 34 47 29 No. of Shareholders as on 31 st March 1,66,742 1,85,882 2,50,395 3,54,817 4,22,292 Number of Complaints 0 5 10 15 20 25 30 35 40 45 50 2015-16 5 7 7 3 5 9 5 20 22 6 9 14 8 13 13 2016-17 2017-18 2018-19 2019-20 Number of Shareholders 0 50000 100000 150000 200000 250000 300000 350000 400000 450000 Others Total No. of shareholders Non receipt of Dividend Non receipt of share certificate There has been a substantial increase in the number of Shareholders over the last 5 years. Increase in number of complaints during the Financial Years 2017-18 and 2018-19 was primarily on account of non receipt of Bonus share certificates issued in the Financial Year 2017-18, transfer of shares to Investor Education and Protection Fund and increase in volume of demat requests on account of restriction on transfer of shares in physical mode. During the Financial Year 2019-20, the Company has witnessed a fall in number of complaints as a result of proactive interaction with the Shareholders by the Company to resolve their queries. D. Corporate Social Responsibility Committee Dr. Vishakha N. Desai, Independent Director is the Chairperson of the Committee. Mr. Anand G. Mahindra, Dr. Pawan Goenka and Mr. Vikram Singh Mehta are the other Members of the Committee. Out of the total number of Members of the Committee, two are Independent Directors. Mr. R. K. Kulkarni ceased to be a Member of the Committee with effect from 8 th August, 2019 upon cessation as a Director of the Company. The Corporate Social Responsibility (“CSR”) Committee is a Committee constituted by the Board with powers, inter alia , to make donations/contributions, to any Charitable and/or CSR projects or programs to be implemented directly or through an executing agency or other Not for Profit Agency with minimum three years proven track record or through a Corporate Foundation or other reputed Non-Governmental Organisation, of at least two percent of the Company’s average net