MAHINDRA & MAHINDRA LTD. Integrated Annual Report 2023-24 214 The Committee met twice during the year under review on 3rd August, 2023 and 9th November, 2023. The attendance at the Meetings was as under: Name of the Members Committee Meeting Dates and Mode Held during the Year Attended % of attendance of a Member 1 2 3rd August, 2023 9th November, 2023 Hybrid Hybrid Mr. T. N. Manoharan (Chairman) 2 2 100% Mr. Vikram Singh Mehta 2 2 100% Dr. Anish Shah 2 2 100% Mr. Rajesh Jejurikar 2 2 100% Ms. Shikha Sharma 2 2 100% Mr. Haigreve Khaitan 2 2 100% % of attendance at a Meeting 100% 100% Risk Management Committee Attendance Attended through Video Conference Leave of Absence Attended in-person Risk Management Committee Report for the year ended 31st March, 2024 Activities of the Committee during the year Frequency Reviewed the Risk Certificate covering risk management measures and controls and made recommendation to the Audit Committee and the Board P Considered, approved and recommended to the Audit Committee Revised Risk Management Policy (Enterprise Risk Management Policy) of the Company for onward recommendation to the Board E Reviewed the Risk Management Report, Risk Mitigation Measures as prescribed under the Risk Management Policy alongwith Extreme Risks their impact, likelihood and exposure and presented the same to the Audit Committee and the Board P Frequency P Periodically E Event based F. Strategic Investment Committee (A voluntary initiative of your Company) The Strategic Investment Committee is a voluntary Committee of your Company and Mr. Anand G. Mahindra is the Chairman of the Committee. Mr. Vikram Singh Mehta, Mr. T. N. Manoharan and Ms. Shikha Sharma are other Members of the Committee. Apart from the Committee Members, the Committee Meetings are also invariably attended by the other Directors as Invitees. During the year, Mr. Vijay Kumar Sharma ceased to be the Member of the Committee with effect from 20th December, 2023 pursuant to his resignation as a Director of the Company on account of withdrawal of his nomination by LIC upon him attaining the age of 65 years. Subsequent to the year end, the Board at its Meeting held on 16th May, 2024 inducted Ms. Padmasree Warrior, Mr. Ranjan Pant and Mr. Sat Pal Bhanoo as Members of the Committee with effect from 17th May, 2024. Key Terms of Reference of the Committee: This Committee is constituted by the Board with powers, inter alia, to evaluate, scrutinize and consider all proposals for funding including but not limited to making Investment in, providing Loan to, providing Guarantee for any Subsidiary, Associate, Joint Venture, Trust, Entity, any other company or Body Corporate, business acquisitions where Cumulative exposure in such entity is above the specified threshold and make appropriate recommendations to the Board, Operation reviews for such Subsidiary, Associate, Joint Venture, Trust, Entity, any other company or Body Corporate, Evaluate, scrutinise and approve disinvestments (total or partial) / exit from such Subsidiary, Associate, Joint Venture, Trust, Entity, any other company or Body Corporate, approve Merger or De-Merger or Arrangement within Group companies as specified, approve entry into new industries (greenfield, acquisition of majority stake or path to majority), etc. Apart from the Meetings, Circular Resolution(s) are also passed by the Members. Subsequently, these Resolution(s) are noted in the Meeting held after the date on which the Circular Resolution(s) are passed by the Members.
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