Integrated Annual Report 2025-26 216 Activities of the Committee during the year Frequency Reviewed the utilisation of loans and/or advances from/investment by the Company in the subsidiaries exceeding Rs. 100 crores or 10% of the asset size of the subsidiary, whichever is lower Q Reviewed and granted prior approval for transactions with related parties including material related party transactions in terms of Regulation 23 read with Regulation 2(1)(zc) and Regulation 2(1)(zb) of the SEBI LODR Regulations, approved specific arrangements/ transactions, granted omnibus approval for transactions proposed to be entered with related parties, within the maximum limit per transaction and maximum limit in the aggregate, granted omnibus approval to cover unforeseen related party transactions and reviewed related party transactions entered into by the Company for previous quarter pursuant to the prior and omnibus approvals accorded by the Committee and recommended to the Board for onward recommendation to the Shareholders for approval as and when necessary. Q / A 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 SEBI PIT Regulations and also reviewed the compliance updates in addition to the investigations of the Whistle-blower Complaints received along with 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 SEBI 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 notification of the RPT Industry Standards and amendments in SEBI LODR Regulations E Considered, approved and recommended to the Board, amendment to the following policies pursuant to Amendments to SEBI PIT Regulations: • Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information; • Code of Conduct for Prevention of Insider Trading; • Policy on Insider Trading; and • Indicative Guidelines for Determining Materiality Thresholds for Closure of Trading Window E Considered, approved and recommended to the Board amendment in the Policy for Determination of Materiality for Disclosure of Events or Information' and ‘Indicative Guidelines’ framed thereunder, pursuant to notification of the Industry Standards Note on Regulation 30 of the SEBI LODR Regulations E Noted the amendments pertaining to the Industry Standards on “Minimum Information to be provided to the Audit Committee and Shareholders for approval of Related Party Transactions” (‘RPT Industry Standards’) E Considered, approved and recommended to the Board revised “Risk Management Policy (Enterprise Risk Management Policy)” of the Company E Noted the NFRA Circular pertaining to Effective Communication between Statutory Auditors and Those Charged with Governance (TCWG) E Frequency: A Annually Q Quarterly E Event-Based
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