annual-report-FY2021

115 MAHINDRA & MAHINDRA LTD. INTEGRATED ANNUAL REPORT 2020-21 ANNEXURE IX POLICIES Your Company is committed to adhere to the highest possible standards of ethical, moral and legal business conduct. Considering this, your Company has formulated certain policies, inter alia, in accordance with the requirements of the Companies Act, 2013 (“the Act”), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), SEBI (Prohibition of Insider Trading) Regulations, 2015 (“Insider Trading Regulations”). The policies as mentioned below are available on the Company’s website, and can be accessed in the Governance section at the Web- link https://www.mahindra.com/investors/reports-and-filings. These policies are reviewed periodically and are updated as and when needed. During the year, the Company had revised and adopted some of its Policies in order to align the same with recent changes in Corporate Laws. A brief description about the Key Policies adopted by the Company is as under: Name of the Policy Brief description Summary of key changes made to the Policies during the year Whistleblower Policy The Vigil Mechanism as envisaged in the Act and Listing Regulations is implemented through the Whistle Blower Policy to provide for adequate safeguards against victimization of persons who use such mechanism and make provision for direct access to the Chairperson of the Audit Committee. There was a change in the processes under the Ethics Helpline under Whistleblower Policy of the Company to strengthen the Vigil mechanism. Code of Conduct The Board of your Company has laid down two separate Codes of Conduct, one for all the Board Members and the other for Employees of the Company. This Code is the central policy document, outlining the requirements that the employees working for and with the Company must comply with, regardless of their location. The Code of Conduct for Directors of the Company was amended to appoint Dr. Anish Shah, Managing Director and CEO as the Compliance Officer for the Code of Conduct for Directors in place of Dr. Pawan Goenka, with effect from 2 nd April, 2021 for administering the Code. The Code of Conduct for Senior Management and Employees of the Company was amended to provide amendment to the clauses pertaining to Delivering lectures, Outside Employment and Outside Investments. Dividend Distribution Policy The Dividend Distribution Policy as per Regulation 43A of the Listing Regulations, 2015 is attached as Annexure I to the Board’s Report and forms part of this Annual Report. There has been no change to this policy. Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information This Code has been formulated to ensure prompt, timely and adequate disclosure of Unpublished Price Sensitive Information (“UPSI”) which inter alia includes policy for Determination of “Legitimate Purposes”. There has been no change to the Code.