BOARD’S REPORT 103 Committee Chairpersons, and individual Directors. The results underscore a good level of dedication and engagement exhibited by the Board, its various Committees, and senior leadership. A notable revelation from the Performance Evaluation is the Board’s evident independence, coupled with a steadfast adherence to stringent governance standards, all aimed at augmenting value creation for stakeholders. Moreover, it is noteworthy that the Board meetings are meticulously planned and conducted with efficiency under the guidance of the Chair. The Committees have also demonstrated a good level of management and performance in their respective areas of focus, particularly in governance and internal controls. Based on the outcome of the performance evaluation for the year under review, the Board has agreed to maintain the High Standards of Governance, Visibility and Interaction in the coming years. The Directors expressed their satisfaction with the Evaluation process. During the year under review, GNRC ascertained and reconfirmed that the deployment of “questionnaire” as a methodology, is effective for evaluation of performance of the Board and Committees and Individual Directors. Policies Your Company has adopted the following Policies which, inter alia, include criteria for determining qualifications, positive attributes and independence of a Director: (a) Policy on Appointment of Directors and Senior Management and succession planning for orderly succession to the Board and the Senior Management; and (b) Policy for remuneration of the Directors, Key Managerial Personnel and other employees. Policy (a) mentioned above includes the criteria for determining qualifications, positive attributes and independence of a Director, identification of persons who are qualified to become Directors and who may be appointed in the Senior Management Team in accordance with the criteria laid down in the said Policy, succession planning for Directors and Senior Management, and Policy statement for Talent Management framework of the Company. Policy (b) mentioned above sets out the approach to Compensation of Directors, Key Managerial Personnel and other employees in the Company. Policies mentioned at (a) and (b) above are available on the website and can be accessed in the Governance section at the Web-link: https://www.mahindra.com/investor-relations/ policies-and-documents. Familiarisation Programme for Independent Directors / Non-Executive Directors The Members of the Board of the Company are afforded many opportunities to familiarise themselves with the Company, its Management and its operations. The Directors are provided with all the documents to enable them to have a better understanding of the Company, its various operations and the industry in which it operates. All the Independent Directors of the Company are made aware of their roles and responsibilities at the time of their appointment through a formal letter of appointment, which also stipulates various terms and conditions of their engagement. Independent Directors meet the business and functional heads and provide their inputs and suggestions on strategic and operational matters at the quarterly Board/Committee Meetings. Executive Directors and Senior Management provide an overview of the operations and familiarize the new Non-Executive Directors on matters related to the Company’s values and commitments. They are also introduced to the organization structure, constitution of various committees, board procedures, risk management strategies, etc. Strategic Presentations are made to the Board where Directors get an opportunity to interact with Senior Management. Directors are also informed of the various developments in the Company through Press Releases, emails, etc. During the Financial Year 2024, the Board offsite was held from 17th March, 2024 to 19th March, 2024, at Mahindra Research Valley and at the Mahindra SUV proving track in Chennai. As part of the Company’s annual strategy planning process, the Company organised a management strategy offsite with the Board to deliberate on various topics related to strategic planning, progress of ongoing strategic initiatives, risks to strategy execution and the need for new strategic programs to achieve the Company’s long-term objectives. This serves the dual purpose of providing the Board members a platform to bring their expertise to various strategic
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