annual-report-FY2021

78 COMPANY OVERVIEW BOARD’S REPORT MANAGEMENT DISCUSSION AND ANALYSIS CORPORATE GOVERNANCE BUSINESS RESPONSIBILITY REPORT STANDALONE ACCOUNTS CONSOLIDATED ACCOUNTS The Company has a web based portal i.e. Board portal, accessible to all the Directors which, inter alia, contains the following information: • Roles, responsibilities and liabilities of Independent Directors under the Companies Act, 2013 and the Listing Regulations • Board Minutes, Agenda and Presentations • Annual Reports • Code of Conduct for Directors • Terms and conditions of appointment of Independent Directors Pursuant to Regulation 25(7) of the Listing Regulations, the Company imparted various familiarization programmes for its Directors including review of Investments of the Company by Strategic Investment Committee, Industry Outlook at the Board Meetings, Regulatory updates at Board and Audit Committee Meetings covering changes with respect to the Companies Act, 2013, Listing Regulations, Taxation and other matters, Presentations on Internal Control over Financial Reporting, Operational Control over Financial Reporting, Prevention of Insider Trading Regulations, Framework for Related Party Transactions, Plant Visit, Meeting with Senior Executive(s) of your Company, etc. Pursuant to Regulation 46 of the Listing Regulations, the details required are available on the website of your Company at the web link: https://www.mahindra.com/resources/FY21/ AnnualReport.zip Directors’ Responsibility Statement Pursuant to section 134(5) of the Companies Act, 2013, your Directors, based on the representations received from the Operating Management, and after due enquiry, con rm that: (a) in the preparation of the annual accounts for the Financial Year ended 31 st March, 2021, the applicable accounting standards have been followed; (b) they had in consultation with Statutory Auditors, selected accounting policies and applied them consistently, and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31 st March, 2021 and of the pro t of the Company for the year ended on that date; (c) they have taken proper and suf cient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and irregularities; (d) they have prepared the annual accounts on a going concern basis; (e) they have laid down adequate Internal Financial Controls to be followed by the Company and such Internal Financial Controls were operating effectively during the Financial Year ended 31 st March, 2021; (f) they had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively throughout the Financial Year ended 31 st March, 2021. Board Meetings and Annual General Meeting A calendar of Meetings is prepared and circulated in advance to the Directors. During the year 1 st April, 2020 to 31 st March, 2021, seven Board Meetings were held on: 3 rd April, 2020, 23 rd April, 2020, 12 th June, 2020, 7 th August, 2020, 10 th November, 2020, 5 th February, 2021 and 26 th March, 2021. The 74 th Annual General Meeting (AGM) of the Company was held on 7 th August, 2020 through Video Conferencing. Meetings of Independent Directors The Independent Directors of your Company meet before the Board Meetings without the presence of the Executive Chairman or the Managing Director or other Non-Independent Director or Chief Financial Of cer or any other Management Personnel. These Meetings are conducted in an informal and exible manner to enable the Independent Directors to discuss matters pertaining to, inter alia, review of performance of Non-Independent Directors and the Board as a whole, review the performance of the Executive Chairman of the Company (taking into account the views of the Executive and Non-Executive Directors), review the performance of the Company, assess the quality, quantity and timeliness of ow 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.