MAHINDRA & MAHINDRA LTD. | Integrated Annual Report 2021-22
152 COMPANY OVERVIEW BOARD’S REPORT MANAGEMENT DISCUSSION AND ANALYSIS CORPORATE GOVERNANCE BUSINESS RESPONSIBILITY REPORT STANDALONE ACCOUNTS CONSOLIDATED ACCOUNTS Mr. Jejurikar serves on the Governing Council of S. P. Jain Institute of Management and Research and is a Member of the Executive Committee of the Society of Indian Automobile Manufacturers (SIAM). Hehas servedas thePresident of theTractorManufacturers Association (TMA) in India and has represented TMA as its President on the CII (The Confederation of Indian Industry) National Council in 2016, 2017. He has also been a Member of the CII National Council on Agriculture. As a Member of the CII National Committee on IT/ITeS, he Co-chaired the Working Group for Agriculture. Mr. Rajesh Jejurikar has completed 57 years of age. Mr. Jejurikar is the Chairman of Peugeot Motocycles S.A.S. Mahindra Two Wheelers Europe Holdings S.a.r.l., Mahindra USA Inc., Mahindra Electric Mobility Limited, Mitsubishi Mahindra Agricultural Machinery Co. Ltd., Mahindra Automotive North America Inc. and Automobili Pininfarina GmbH. He is an Executive Director (Automotive & Farm Sectors) of Mahindra & Mahindra Limited, Director of Swaraj Engines Limited and Classic Legends Private Limited. He is an Independent Director of Aliaxis SA. Mr. Rajesh Jejurikar is a Chairman/Member of the following Board Committees: Name of the Company Name of the Committee Position Held Mahindra & Mahindra Limited Risk Management Committee Member Peugeot Motocycles S.A.S. Strategic Synergies Committee Chairman Nomination & Compensation Committee Member Audit & Finance Committee Member Swaraj Engines Limited Nomination & Remuneration Committee Member Classic Legends Private Limited Nomination & Remuneration Committee Chairman Aliaxis SA ERP Committee Member Mahindra Electric Mobility Limited Nomination & Remuneration Committee Member Mr. Rajesh Jejurikar has not resigned as a Director from any listed company in the past three years and is not inter-se related to any other Director of the Company. Mr. Rajesh Jejurikar holds 39,955 Ordinary (Equity) Shares in the Company. F. Codes of Conduct The Board of your Company has laid down two separate Codes of Conduct (“Codes”), one for all the Board Members and the other for Employees of the Company. These Codes have been posted on the website of your Company and can be accessed in the Governance section at the Web-link https:// www.mahindra.com/investors/reports-and-filings. All the Board Members and Senior Management Personnel have affirmed compliance with these Codes. A declaration signed by the Managing Director and Chief Executive Officer to this effect is enclosed at the end of this Report. The Code of Conduct for the Board Members of the Company also includes Code for Independent Directors which is a guide to professional conduct for Independent Directors, pursuant to section 149(8) and Schedule IV of the Act. G. CEO/CFO Certification The Managing Director & Chief Executive Officer and Group Chief Financial Officer of the Company have jointly given annual certification on financial reporting and internal controls to the Board in terms of Regulation 17(8) of the Listing Regulations. Further, prior to the transition of Mr. Anand G. Mahindra to the role of Non-Executive Chairman, the quarterly certification on financial results while placing the financial results before the Board in terms of Regulation 33(2) of the Listing Regulations were jointly certified and issued by the Executive Chairman, Managing Director & Chief Executive Officer and Group Chief Financial Officer of the Company. H. Induction and Familiarisation Programme for Independent Directors A newly appointed Independent Director is provided with an appointment letter along with their roles, duties & responsibilities and copies of the Code for Independent Directors and Company’s Code of Conduct for Directors, etc. as may be applicable to them. Each newly appointed Independent Director is taken through an induction and familiarisation program including the presentation and interactive session with the Managing Director and CEO, Executive Director, other Functional Heads on the Company’s manufacturing, marketing and other important aspects. The Company Secretary briefs the Director about their legal & regulatory responsibilities as a Director. The program also includes visit to the plant to familiarise them with all facets of manufacturing. Pursuant to Regulation 25(7) of the Listing Regulations, the Company imparted various familiarisation programmes for its Directors including periodic review
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