annual-report-FY2020

71 MAHINDRA & MAHINDRA LTD. INTEGRATED ANNUAL REPORT 2019-20 Directors of the Company have confirmed that they have registered themselves with the databank maintained by The Indian Institute of Corporate Affairs, Manesar (‘IICA’). The Independent Directors are also required to undertake online proficiency self-assessment test conducted by the IICA within a period of 1 (one) year from the date of inclusion of their names in the data bank, unless they meet the criteria specified for exemption. The Independent Directors of the Company except Dr. Vishakha N. Desai, are exempt from the requirement to undertake online proficiency self assessment test. Dr. Vishakha N. Desai will be undertaking the said test in due course. Completion of tenure of Independent Directors Mr. M. M. Murugappan and Mr. Nadir B. Godrej would cease to hold office as Independent Directors of the Company from 8 th August, 2020, upon completion of their tenure as approved by the Shareholders at the 72 nd Annual General Meeting of the Company held on 7 th August, 2018. Mr. M. M. Murugappan, joined the Board in 1992. He has been Chairman of the Governance, Nomination and Remuneration Committee and Research & Development Committee and Member of Audit Committee and Risk Management Committee of the Board. The Board placed on record its deep appreciation of the invaluable counsel rendered by Mr. Murugappan to the Company and his contribution in guiding and supporting the Management during his tenure as an Independent Director on the Board of Directors of the Company. His inputs were valuable across all functions of the Company, but in particular, his mentoring of the Board’s Research & Development Committee was especially appreciated by the Company’s Management. Quote from Executive Chairman “Mr. Murugappan, (fondly known as “Murugu”) who joined the Board in 1992 has added great value to its deliberations during his tenure. Being an industrialist himself, he always brought a commercial mindset to his position. His strong focus on reliable data, facts and industry trends contributed greatly to the robustness of decision making while framing, evaluating and executing strategies of your Company. Several senior leaders were due to retire in 2020. As Chairman of the Governance, Nomination and Remuneration Committee (‘GNRC’), Murugu played a vital role in the delicate task of crafting the succession plan. Under his leadership, the Committee planned and implemented a structured and comprehensive succession- planning program and a rigorous review for an orderly succession to the Board and to Senior Management positions. The succession-planning program was approved by the Board and rolled out in December, 2019. As a Member and later on as Chairman of the Research & Development Committee, he guided and mentored the Management to focus onproduct design anddevelopment. His insistence on developing high calibre talent including lateral talent in the Research & Development Department, helped your Company to remain competitive and keep pace with the ever changing tastes and preferences of customers in the auto industry. Murugu is a versatile personality with a rare combination of talent and humility. I am grateful for his counsel and friendship. Even though his term as a Director is ending, I count on him for his continuous availability and support. I wish him many years of good health and happiness.“ Mr. Nadir B. Godrej, joined the Board in 1992 and has shared his vast knowledge and experience with us over many years. He has been a Member of the Governance, Nomination and Remuneration Committee, Audit Committee, Risk Management Committee, Strategic Investment Committee and Research & Development Committee of the Board. The Board placed on record its deep appreciation of the invaluable counsel rendered by Mr. Godrej to the Company. The 28 years that Mr. Godrej was on the Board of the Company were critical years in the Company’s history. Mr. Godrej’s immense knowledge and financial expertise helped the Board and the Company navigate through the sweeping changes with boldness while at the same time adhering strictly to sound financial discipline and ethical and corporate values of the highest order. Quote from Executive Chairman “Mr. Nadir Godrej joined the Board in 1992. His skills as an industrialist and distinguished business strategist combined with his financial acumen, global mindset and high standards of ethics and integrity made him a highly valued member of the Board. His incisive mind enabled him to unearth important insights by quickly cutting through the clutter and converting it into meaningful analysis. I was particularly impressed by his ability to quickly aggregate operational and financial data, thus elevating the discussion to the next level, facilitating strategic decision making.