MAHINDRA & MAHINDRA LTD. Corporate Governance 187 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 pursuant to Amendments to the Listing Regulations. E Considered, approved and recommended to the Board, change in Chief Investor Relations Officer of the Company E Considered, approved and recommended to the Board, amendment to the Code of Conduct for Prevention of Insider Trading in Securities of Mahindra & Mahindra Limited, pursuant to amendments to the PIT Regulations. E Considered, approved and recommended to the Board, amendment to the following policies, pursuant to amendments to the Listing Regulations: • Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information; • Policy for Determination of Materiality for Disclosure of Events or Information’ and ‘Indicative Guidelines’ framed thereunder; • Policy for Determining Material Subsidiaries. E Took note of the Retirement of Mr. Narayan Shankar (ICSI Membership No. A8666), Company Secretary of the Company with effect from close of 1st April, 2025, pursuant to his reaching the age of superannuation and his consequent cessation as the Compliance Officer of the Company under Listing Regulations and also as the Key Managerial Personnel and Senior Management Personnel of the Company and as such his cessation as a Related Party of the Company. E Considered, approved and recommended to the Board, appointment of Ms. Divya Mascarenhas (ICSI Membership No. F10249), as Company Secretary of the Company and Compliance Officer under Listing Regulations (in the Interim capacity) designated as “Interim Company Secretary” who would also be Key Managerial Personnel and part of Senior Management Personnel with effect from 2nd April, 2025 and as such a Related Party of the Company and the remuneration payable to her. E Frequency: A Annually Q Quarterly E Event-Based
RkJQdWJsaXNoZXIy NTE5NzY=