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

167 MAHINDRA & MAHINDRA LTD. Integrated Annual Report 2021-22 The scope of functions of the Committee includes, inter alia , the formulation and recommendation to the Board for its approval and implementation, the Business Responsibility (“BR”) Policy(ies) of the Company, undertake periodical assessment of the Company’s BR performance, review the draft BR Report and recommend the same to the Board for its approval and inclusion in the Annual Report of the Company. The scope of functions of the Committee include inter alia , formulation and recommendation to the Board, an Annual Action Plan in pursuance of CSR Policy of the Company including CSR projects or programmes that are approved to be undertaken, manner of execution of such projects or programmes, modalities of utilisation of funds and implementation schedule(s), monitoring and reporting mechanism, need and impact assessment, if any, for the projects undertaken by the Company, recommendation of the amount of expenditure to be incurred on the CSR activities as enumerated in Schedule VII of the Act and also referred to in the CSR Policy of the Company, as also to monitor the CSR Policy from time to time, etc. Subsequent to the year end, terms of reference of the Committee were amended pursuant to the commitment of the Company towards sustainable business practices and the increasing adaptability of Environment, Social and Governance (ESG) framework by all companies. The amended terms of reference inter alia include the following: • Recommend to the Board, the Company’s overall general strategy with respect to Environment, Social and Governance (“ESG”) Matters; • Ensure ESG and social considerations in the Company’s business operations and build a culture of Sustainable Business; • Ensure compliance with the Sustainability initiatives by Regulators including but not limited to Business Responsibility Report/Business Responsibility and Sustainability Report and recommend the same to the Board; • Monitor and ensure the effective implementation of ESG policies of the Company and recommend changes/deletions/additions/new ESG/ Sustainability policies to the Board for its approval; • Ensure compliance in relation to the policies created for or linked to the 9 key principles of the ‘National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Business’; • Ensure in concurrence with the Risk Management Committee that the ESG risks pertaining to the Company are minimal and effectively managed. The CSR Policy of your Company, in alignment with the CSR provisions is available on the website of the Company and can be accessed in the Governance section at the Web-link https://www.mahindra.com/investors/ reports-and-filings. Composition and Attendance (in brief): 60% 5 5 100% Independence Members Meetings Attendance The Committee met 5 times during the year under review on 22 nd May, 2021, 8 th November, 2021, 6 th December, 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 5 Held during the year Attended % of attendance of a Member 22 nd May, 2021 (VC) 8 th November, 2021 (VC) 6 th December, 2021 (VC) 9 th February, 2022 (VC) 14 th March, 2022 (Hybrid) Dr. Vishakha N. Desai (Chairperson) 5 5 100% Mr. Anand G. Mahindra 5 5 100% Dr. Anish Shah 5 5 100% Mr. Vikram Singh Mehta 5 5 100% Mr. Muthiah Murugappan N.A. 4 4 100% % of attendance at a Meeting 100% 100% 100% 100% 100% Corporate Social Responsibility Committee Meeting Attended through video conference  Leave of Absence  Attended in-person    