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

165 MAHINDRA & MAHINDRA LTD. Integrated Annual Report 2021-22 C. Stakeholders Relationship Committee The Company’s Stakeholders Relationship Committee functions under the Chairmanship of Mr. Haigreve Khaitan, Independent Director. Moreover, the Board at its Meeting held on 28 th May, 2022 re-constituted the Stakeholders Relationship Committee and appointed Mr. Muthiah Murugappan in place of Dr. Anish Shah. Mr. Anand G. Mahindra and Dr. Vishakha N. Desai are the other Members of the Committee. Dr. Pawan Goenka ceased to be a Member of the Committee with effect from 2 nd April, 2021, upon cessation as a Director of the Company. Mr. Narayan Shankar, Company Secretary is the Compliance Officer of the Company. Key Terms of Reference of the Committee: The Committee meets, as and when required, to inter alia , deal with matters relating to issue of duplicate share certificates, issue of new share certificates (including for transfer to Investor Education & Protection Fund as per the provisions of the Act and Rules framed thereunder), resolve the grievances of security holders of the Company including complaints related to dematerialisation of shares, non-receipt of annual report, non-receipt of declared dividends, issue of new/duplicate certificates etc., review of measures taken for effective exercise of voting rights by shareholders, review of adherence to the service standards adopted by the Company in respect of services being rendered by the Registrar & Transfer Agent, review of various measures and initiatives taken by the Company for reducing the quantum of unclaimed dividends and ensuring timely receipt of dividend warrants/demand drafts/annual reports/statutory notices by the Shareholders of the Company. With a view to expedite the process of transmission necessary authority has been delegated to certain officers of the Company. The Committee is authorised to approve request for transmission of shares and issue of duplicate share certificates. The role and terms of reference of the Committee cover the areas as contemplated under Regulation 20 read with Part D of Schedule II of the Listing Regulations and Section 178 of the Act, as applicable, besides other terms as referred by the Board of Directors. Subsequent to the year end, the terms of reference of the Committee were amended to include to look into various aspects of matters related to all Security Holders, inter alia , covering Non-Convertible Debenture Holders and Commercial Paper Holders. As per section 178(7) of the Act and the Secretarial Standard on General Meetings, the Chairman of the Committee or, in his absence, any other Member of the Committee authorised by him in this behalf shall attend the General Meetings of the Company. The Chairman of the Committee, Mr. Haigreve Khaitan was virtually present at the 75 th AGM of the Company held through Video Conferencing facility on 6 th August, 2021. Apart from the Meeting(s), urgent business (including approvals for issue of duplicate Share Certificates) was transacted through Circular Resolution(s). Subsequently, these Resolution(s) are noted in the Meeting held after the date on which the Circular Resolution(s) is/are passed by the Members. Composition and Attendance (in brief): 50% 4 4 100% Independence (75% w.e.f. 28 th May, 2022) Members Meetings Attendance The Committee met four times during the year under review on 5 th August, 2021, 8 th November, 2021, 9 th February, 2022 and 14 th March, 2022. The attendance at the Meetings was as under: Name of the Directors Committee Meeting Dates and Mode 1 2 3 4 Held during the year Attended % of attendance of a Member 5 th August, 2021 (VC) 8 th November, 2021 (VC) 9 th February, 2022 (VC) 14 th March, 2022 (Hybrid) Mr. Haigreve Khaitan (Chairman) 4 4 100% Mr. Anand G. Mahindra 4 4 100% Dr. Anish Shah 4 4 100% Dr. Vishakha N. Desai 4 4 100% % of attendance at a Meeting 100% 100% 100% 100% Stakeholders Relationship Committee Meeting     Attended through video conference  Leave of Absence  Attended in-person