MAHINDRA & MAHINDRA LTD. | Integrated Annual Report 2021-22

103 MAHINDRA & MAHINDRA LTD. Integrated Annual Report 2021-22 ANNEXURE VIII POLICIES YourCompany is committedtoadheretothehighestpossiblestandardsofethical,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 and SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. 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: Sr. No. Name of the Policy Brief description Summary of key changes made to the Policies during the year 1. 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. The Policy was amended by simplifying and supporting it by including Guidelines along with amendment and insertion of certain clauses and definitions. 2. 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. Subsequent to the year end, the Directors of your Company approved amending the Code of Conduct for Employees. This was done with a view to simplify the Code, making it more comprehensive, including new Clauses to keep it relevant with the evolving Society and business environment. There has been no change to the Code of Conduct for Board Members. 3. 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. 4. 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. 5. Policy for determination of Materiality for disclosure of any Events or Information This policy requires the Company to make disclosure of events or information which are material to the Company as per the requirements of Regulation 30 of the Listing Regulations. There has been no change to this policy. 6. Policy for determining Material Subsidiaries The policy is used to identify material subsidiaries of the Company and to provide a governance framework for such material subsidiaries. There has been no change to this policy.