MAHINDRA & MAHINDRA LTD. | Integrated Annual Report 2022-23

145 COMPANY OVERVIEW BOARD’S REPORT MANAGEMENT DISCUSSION AND ANALYSIS CORPORATE GOVERNANCE BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT STANDALONE ACCOUNTS CONSOLIDATED ACCOUNTS from 1 st April, 2020 being the date of his appointment as a Director on the Board of Directors of the Company, during his tenure as a Non-Executive Director of the Company. Professional fees for the year under review to Khaitan & Co., Mumbai, Advocates & Solicitors and Khaitan & Co. LLP, Advocates and Solicitors, in which Mr. Haigreve Khaitan, Non- Executive and Independent Director is a partner, amounted to Rs. 302.25 lakhs and Rs. 7.83 lakhs (including out of pocket expenses), respectively. The Senior Management of your Company has made disclosures to the Board confirming that there are no material financial and commercial transactions between them and the Company which could has potential conflict of interest with the Company at large. A. Composition of the Board The Board of your Company comprises of Twelve Directors as on 31 st March, 2023 and as on date of this Report. 17% Executive Directors 58% Independent Directors (Including Women Independent Directors - 25%) 25% Non-Executive Non-Independent Directors 25% Women 75% Male Board Composition Board Demographics (% age of Board Position) Gender Diversity None of the Directors is a Director (including any alternate directorships) in more than 10 public limited companies (as specified in section 165 of the Act) and Director in more than 7 equity listed entities or acts as an Independent Director in more than 7 equity listed entities or 3 equity listed entities in case he/she serves as a Whole-time Director/ Managing Director in any listed entity (as specified in Regulation 17A of the Listing Regulations). Further, none of the Directors on the Board is a Member of more than 10 Committees and Chairperson of more than 5 Committees (as specified in Regulation 26 of the Listing Regulations), across all the Indian public limited companies in which he/ she is a Director. The name and categories of Directors, DIN, the number of Directorships, Committee positions held by them in the companies and the names of listed entities where he/she is a Director alongwith the category of their Directorships and other details are given hereafter.

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