Integrated Annual Report 2024-25 182 C. Remuneration paid/payable to the Whole‑time Directors for the year ended 31st March, 2025 Remuneration to the Whole-time Directors is fixed by GNRC basis the approval of the Board of Directors and Shareholders at a General Meeting. Following is the remuneration paid/payable to the Whole-time Directors during the year ended 31st March, 2025: Whole Time Director(s) (Rs. in Lakhs) Contract Period Salary Company’s Contribution to Funds1 Allowances and Perquisites other than ESOPs Perquisites related to ESOPs exercised Total Dr. Anish Shah, Group CEO and Managing Director 1,648.55# 65.38 1.13 3,018.13 4,733.19 • Deputy Managing Director and Group Chief Financial Officer from 1st April, 2020 to 1st April, 2021. • Managing Director and Chief Executive Officer from 2nd April, 2021 to 31st March, 2025. • Group CEO and Managing Director from 1st April, 2025 to 31st March, 2030. KPIs for Incentive Payment for Executive Directors / Claw-Back Clauses 50% of the Performance Pay annually, payable to Dr. Anish Shah, is based on the Group Corporate Office Scorecard comprising of Consolidated Sector Balance Scorecards, Return on Equity, Earnings Per Share, MCARES, Group Level ESG Performance Index and such other parameters as may be decided by the Company from time to time. ESG parameters for determining Performance Pay • Drive global & domestic sustainability/ ESG/ climate thought leadership • Drive Mahindra’s ‘Planet Positive’ strategy across all key group companies • Drive Nanhi Kali program, women empowerment related actions and diversity & inclusion • Drive high standards in governance Whole Time Director(s) (Rs. in Lakhs) Contract Period Salary Company’s Contribution to Funds1 Allowances and Perquisites other than ESOPs Perquisites related to ESOPs exercised Total Mr. Rajesh Jejurikar, Executive Director and CEO (Auto and Farm Sector) 1,390.93## 46.18 0.20 2,390.16 3,827.47 • 1st April, 2020 to 31st March, 2025 Designated as Executive Director (Automotive and Farm Sector) upto 14th March, 2023 and Re-designated as Executive Director and CEO (Auto and Farm Sector) from 15th March, 2023. • Executive Director and CEO (Auto and Farm Sector) from 1st April, 2025 to 24th June, 2029. KPIs for Incentive Payment for Executive Directors / Claw-Back Clauses 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 and such other parameters as may be decided by the Company from time to time. ESG parameters for determining Performance Pay • Drive reduction in Scope 1+2 emissions (Auto & Farm sector) • Drive reduction in Scope 3 emissions (Product in Use) (Auto & Farm sector) • Drive reduction in Scope 3 emissions (Supply Chain) (Auto & Farm sector) 1 Aggregate of the Company’s contributions to Superannuation Fund and Provident Fund. # Includes Performance pay of Rs. 780.17 lakhs. ## Includes Performance pay of Rs. 672.75 lakhs. Notes: a. Notice period applicable to each of the Whole-time Director(s) is six months. b. Employee Stock Options and Performance Pay are the only components of remuneration that are performance-linked. All other components are fixed. c. There is no separate provision for payment of Severance Fees.
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