MAHINDRA & MAHINDRA LTD. Integrated Annual Report 2023-24 206 Activities of the Committee during the year Frequency 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 Noted the Material Subsidiary(ies) of the Company A Monitored and reviewed the mechanism to track the compliances under PIT Regulations 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 Held meeting with the Representatives of the Credit Rating Agencies which have rated the Non-Convertible Debentures issued by the Company A Reviewed compliance of PIT Regulations and Systems for Internal Controls for prevention of Insider Trading A Considered and approved amendments to the Policy on Materiality of and Dealing with Related Party Transactions of the Company to make it more elaborate specifically in view of the change in the coverage of the RPTs with effect from 1st April, 2023 E Considered, approved and recommended to the Board appointment of Chief Investor Relations Officer E Considered, approved and recommended to the Board Revised Risk Management Policy (Enterprise Risk Management Policy) of the Company E Noted the NFRA Circular with respect to instances of non-compliance with IND-AS on Accounting Policies for measurement of revenue from contracts with customers and trade receivables E Considered, approved and recommended to the Board amendment in the ‘Code of Conduct for Prevention of Insider Trading in Securities of Mahindra & Mahindra Limited’ and ‘Policy on Insider Trading’, pursuant to amendments to the PIT Regulations E Considered, approved and recommended to the Board amendments in ‘Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information’, ‘Indicative Guidelines for Determining Materiality Thresholds for Closure of Trading Window’, ‘Policy for Determination of Materiality for Disclosure of Events or Information’ and ‘Indicative Guidelines’ framed thereunder, pursuant to amendments to the Listing Regulations E Considered and approved consolidation of various Subsidiaries with the Company by way of Scheme of Merger by Absorption between them and the Company and their respective Shareholders, including commenting on rationale, cost-benefits and impact of Scheme involving Merger, etc. on the Listed Entity and its Shareholders E Considered, approved and recommended to the Board change in Group Chief Financial Officer of the Company – accepting the resignation of Mr. Manoj Bhat as Chief Financial Officer of the Company designated as ‘Group Chief Financial Officer’ w.e.f. close of 16th May, 2024 and appointment of Mr. Amarjyoti Barua, as Chief Financial Officer of the Company to be designated as ‘Group Chief Financial Officer' w.e.f. 17th May, 2024 and remuneration payable to him, including indicative value of ESOPs to be granted to him E Frequency A Annually Q Quarterly E Event-Based
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