annual-report-FY2021

172 COMPANY OVERVIEW BOARD’S REPORT MANAGEMENT DISCUSSION AND ANALYSIS CORPORATE GOVERNANCE BUSINESS RESPONSIBILITY REPORT STANDALONE ACCOUNTS CONSOLIDATED ACCOUNTS AUDIT COMMITTEE REPORT FOR THE YEAR ENDED 31 ST MARCH, 2021 Activities of the Committee during the year Frequency Reviewed Quarterly, Half yearly and Annual Standalone and Consolidated financial statements of the Company prepared in accordance with the Indian Accounting Standards (Ind AS) as specified under the Companies Act, 2013, read with the relevant rules thereunder Q / A Held discussions with the Statutory Auditors regarding the Company’s audited financial statements and sought the auditors’ judgment on the quality and applicability of the accounting principles, the reasonableness of significant judgments, the adequacy of disclosures in the financial statements and other matters as the Committee deemed necessary Q Reviewed and approved the Audit Fees and fees payable for other services rendered by the Statutory Auditors during the year under review A Considered and made recommendation of the Remuneration payable to the Chief Internal Auditor and Chief Financial Officer of the Company A Reviewed the performance of the Statutory Auditors and Internal Auditors A Reviewed with independent auditors, the nature and scope of the audit alongwith the review of audit engagement to ascertain adequacy and appropriateness E Reviewed the Management’s discussion and analysis of the financial condition and results of operations of the Company A Reviewed the process adopted by the Management on impairment of Investments, etc. Q Reviewed the Directors’ Responsibility Statement after making due enquiries from the Operating Management A Reviewed the internal audit findings, the action taken status and other matters concerning the internal audit functioning of the Company and the Group Q Reviewed the utilisation of loans and/ or advances from/investment by the Company in the subsidiaries exceeding Rs.100 crores or 10% of the asset size of the subsidiary, whichever is lower Q Reviewed and granted prior approval for transactions with related parties, approved specific arrangements/ transactions, Granted omnibus approval for transactions proposed to be entered with related parties, within the maximum limit per transaction and maximum limit in the aggregate, Granted omnibus approval to cover unforeseen Related Party transactions and review of Related Party Transactions entered into by the Company for previous quarter pursuant to the prior and omnibus approvals accorded by the Committee and recommended to the Board for approval as and when necessary Q Reviewed the risk assessment and minimisation procedures to ensure that executive Management controls risk through means of a properly defined framework and risk management systems, etc. Q Reviewed the Audited financial statements, in particular the investments made by all unlisted subsidiary companies and all significant transactions and arrangements entered into by the unlisted subsidiary companies A Approved the other services proposed to be rendered by the Statutory Auditors, directly or indirectly A / E Considered, approved and recommended to the Board change in the Service Provider as well as change in Processes under the Ethics Helpline under Whistleblower Policy of the Company E Noted the Material Subsidiaries and Unlisted Material Subsidiary of the Company A Monitored and reviewed the mechanism to track the compliances under SEBI (Prohibition of Insider Trading) Regulations, 2015 and also reviewed the compliance updates in addition to the investigations of the Whistleblower Complaints received alongwith Report under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 Q Considered and approved the appointment of Cost Auditors, remuneration payable to them and the Cost Audit Report and made recommendation to the Board A Considered and recommended the appointment of the Chief Financial Officer of the Company and approved the remuneration payable to him E Reviewed, approved and recommended amendments to the Code of Conduct for Prevention of Insider Trading in Securities of Mahindra & Mahindra Limited and Policy on Insider Trading E Held meeting with the Representatives of the Credit Rating Agencies which have rated the Non- Convertible Debentures issued by the Company A Considered and approved the Appointment of the Registered Valuers under the Companies Act, 2013 E Reviewed compliance of Insider Trading Regulations and Systems for Internal Controls for prevention of Insider Trading A Considered and approved the Scheme of Merger of Subsidiary(ies) of the Company from Related Party approval standpoint and also as required under the Listing Regulations and recommended to the Board for its approval E Frequency A Annually Q Quarterly E Event based

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