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

166 MAHINDRA & MAHINDRA LTD. Integrated Annual Report 2022-23 Activities of the Committee during the year Frequency Reviewed the Management Discussion and Analysis of the financial condition and results of operations of the Company A Reviewed the Directors’ Responsibility Statement after making due enquiries from the Operating Management A Reviewed the internal audit findings, the action taken status and other matters concerning the internal audit function of the Company and the Group and reviewed the performance of the Chief Internal Auditor Q / A Reviewed the utilisation of loans and/ or advances from/investment by the Company in the subsidiaries exceeding Rs. 100 crores or 10% of the asset size of the subsidiary, whichever is lower Q Reviewed and granted prior approval for transactions with related parties including material related party transactions in terms of Regulation 23 read with Regulation 2(1)(zc) and Regulation 2(1)(zb) of the Listing Regulations, approved specific arrangements/ transactions, granted omnibus approval for transactions proposed to be entered with related parties, within the maximum limit per transaction and maximum limit in the aggregate, granted omnibus approval to cover unforeseen related party transactions and reviewed related party transactions entered into by the Company for previous quarter pursuant to the prior and omnibus approvals accorded by the Committee and recommended to the Board for onward recommendation to the Shareholders for approval as and when necessary Q / A Reviewed the risk assessment and minimisation procedures to ensure that executive Management controls risk through means of a properly defined framework and risk management systems, etc. Q Reviewed the Audited financial statements, in particular the investments made by all unlisted subsidiary companies and all significant transactions and arrangements entered into by unlisted subsidiary companies A Approved the other services proposed to be rendered by the Statutory Auditors, directly or indirectly A / E Reviewed and approved the proposed amendments in the terms of reference of the Committee including review of the report submitted by monitoring agency for the utilization of proceeds of preferential issue or qualified institutions placement in addition to public issue or rights issue E Noted the Material Subsidiary(ies) of the Company A Monitored and reviewed the mechanism to track the compliances under SEBI (Prohibition of Insider Trading) Regulations, 2015 and also reviewed the compliance updates in addition to the investigations of the Whistle-blower Complaints received alongwith Report under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 Q Considered and approved the appointment of Cost Auditors, remuneration payable to them and the Cost Audit Report and recommended the same to the Board A Reviewed and approved amendments to Policy on Prevention of Sexual Harassment of the Company E Held meeting with the Representatives of the Credit Rating Agencies which have rated the Non-Convertible Debentures issued by / long term borrowings of the Company A Reviewed compliance of Insider Trading Regulations and Systems for Internal Controls for prevention of Insider Trading A Frequency A Annually Q Quarterly E Event Based