MAHINDRA & MAHINDRA LIMITED 28 In 2013, Mr. Jejurikar joined the Farm Equipment Sector as Chief Executive – Tractor & Farm Mechanisation and became the Sector President in 2015. An MBA from S. P. Jain Institute of Management, Mr. Jejurikar attended the Advanced Management Program at The Wharton School, University of Pennsylvania and was awarded the British Chevening Scholarship to study at the Manchester Business School, UK. Mr. Jejurikar serves on the Governing Council of S. P. Jain Institute of Management and Research. He was a Member of the Executive Committee of the Society of Indian Automobile Manufacturers (SIAM) during the period 2020-2022. He has served as the President of the Tractor Manufacturers Association (TMA) in India and has represented TMA as its President on the CII (The Confederation of Indian Industry) National Council in 2016 & 2017. He has also been a Member of the CII National Council on Agriculture. As a Member of the CII National Committee on IT/ITeS, he Co-chaired the Working Group for Agriculture. He has been conferred with the prestigious ‘Autocar Person of the Year - 2023’ award. The award recognizes individuals who have contributed significantly to their company and the industry. He was recognised for scripting the successful turnaround of the Mahindra Automotive business leading to gaining revenue market leadership and charting the ambitious future-ready EV roadmap. He was also honoured by AsiaOne magazine as the “Global Indian of the Year 2020-21”. Directorships: Mr. Jejurikar is the Chairman of Swaraj Engines Limited, Mahindra Last Mile Mobility Limited, Mahindra Two Wheelers Europe Holdings S.a.r.l., Mahindra USA Inc., Mitsubishi Mahindra Agricultural Machinery Co. Ltd. and Automobili Pininfarina GmbH. He is Executive Director and Chief Executive Officer (Auto and Farm Sector) of Mahindra & Mahindra Limited and Director of Classic Legends Private Limited and Mahindra Electric Automobile Limited. He is also an Independent Director of Aliaxis SA, Belgium. Committee positions: Sr. No. Name of the Company Name of the Committee(s) Position Held 1. Mahindra & Mahindra Limited Risk Management Committee Member 2. Swaraj Engines Limited Nomination and Remuneration Committee Member 3. Classic Legends Private Limited Nomination and Remuneration Committee Chairman 4. Mahindra Electric Automobile Limited Audit Committee Member Risk Committee Member Environmental, Social & Governance Matters Committee Member 5. Mahindra Last Mile Mobility Limited Nomination & Remuneration Committee Member Resignation as a Director from Listed Entities in the past three years: Mr. Jejurikar has not resigned as a Director from any listed entity in the past three years. Attendance at Board Meetings: During the year 1st April, 2023 to 31st March, 2024, 9 Board Meetings of the Company were held, and Mr. Jejurikar had attended all the Meetings. Mr. Jejurikar holds 1,00,368 Ordinary (Equity) Shares in the Company. The Explanatory Statement may be considered as a written Memorandum setting out terms, conditions and limits of remuneration of Mr. Rajesh Jejurikar in terms of section 190 of the Act. Remuneration: Members are requested to note that 50% of the Performance Pay annually payable to Mr. Rajesh Jejurikar, is based on the Business Scorecard comprising of Consolidated Revenue, Consolidated Profit Before Tax, Consolidated Free Cash Flow, Return on Capital Employed, MCARES, MCAPs, ESG Performance Index and such other parameters as may be decided by the Company from time to time. ESG Performance Index has the following parameters: • Reduction in Scope 1+2 emissions (Auto & Farm Sector) • Reduction in Scope 3 emissions (Product in Use) (Auto & Farm Sector) • Reduction in Scope 3 emissions (Supply Chain) (Auto & Farm Sector) Pursuant to sections 196, 197, 198, 203 and all other applicable provisions of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and the Listing Regulations [including any statutory modification(s) or re-enactment(s) thereof for the time being in force] read with Schedule V of the Act, the proposal for re-appointment and remuneration payable to Mr. Jejurikar is now being placed before the Members at the Annual General Meeting for their approval by way of Special Resolution. The following additional information as required by Schedule V to the Companies Act, 2013 is given below: I. General Information: (i) Nature of Industry: The Company is, inter alia, in the business of manufacture of different range of automotive vehicles, agricultural tractors, implements, industrial engines, etc. (ii) Date or expected date of commencement of commercial production: The Company was incorporated on 2nd October, 1945 and started assembly of jeep type vehicles in the year 1949. (iii) In case of new companies, expected date of commencement of activities as per project approved by financial institutions appearing in the prospectus: Not Applicable.
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