Integrated Annual Report 2025-26 218 The Committee has deployed a questionnaire as a methodology which is effective for evaluation of performance of Board, its Committees and Individual Directors as a whole. Where a director renders services in a professional capacity, the Committee is empowered to determine whether such director possesses the requisite qualifications to practice such profession. As per section 178(7) of the Act, Regulation 19(3) of SEBI LODR Regulations and Secretarial Standard on General Meetings, the Chairperson of the Committee shall attend the General Meetings of the Company. In his/her absence, the Chairperson may authorise any other Member of the Committee in this behalf to attend the General Meetings. Pursuant to unfortunate and untimely demise on 30th July 2025, Mr. T. N. Manoharan, erstwhile Chairman of the Committee could not be present at the 79th AGM held through Video Conferencing facility on 31st July 2025. However, Ms. Shikha Sharma and Ms. Nisaba Godrej, other Members of the Committee, were virtually present at the 79th AGM to address the Shareholders’ queries, if any. Apart from the Meetings, Circular Resolution(s), whenever required, are also passed by the Members. Subsequently, these Circular Resolution(s) are noted in the Meeting held after the date on which the Circular Resolution(s) are passed by the Members. 100% 4 6 89% Independence Members Meetings Average Attendance Attendance at the Meetings The Committee met 6 times during the year under review on 2nd May 2025, 11th July 2025, 30th July 2025, 6th October 2025, 3rd November 2025 and 10th February 2026. The gap between two Meetings did not exceed one hundred and twenty days. The attendance at the Meetings was as under: Name of Directors 2nd May 2025 11th July 2025 30th July 2025 6th October 2025 3rd November 2025 10th February 2026 % of Attendance Ms. Shikha Sharma (Chairperson)1 100% Mr. T. N. Manoharan (Erstwhile Chairman)2 100% Ms. Nisaba Godrej 67% Mr. Muthiah Murugappan3 100% Ms. Samina Hamied4 N.A. % of attendance at the Meeting 67% 67% 100% 100% 100% 100% Date of Governance, Nomination and Remuneration Committee Meetings and Attendance thereof 1 Served as Member of the Committee till 6th October 2025 and appointed as the Chairperson of the Committee w.e.f. 7th October 2025. She was also elected as Chairperson for the meetings dated 30th July 2025 and 6th October 2025 2 Ceased to be a Member and Chairman of the Committee w.e.f. 30th July 2025 3 Inducted as a Member of the Committee w.e.f. 7th October 2025 4 Inducted as a Member of the Committee w.e.f. 11th February 2026 Attended Leave of Absence Not applicable Governance, Nomination and Remuneration Committee Report for the financial year ended 31st March 2026: Activities of the Committee during the year Frequency Finalisation of the process of evaluation, carrying out evaluation of the performance of the Board, its Committees, Directors, Chairman, Group CEO and Managing Director and Executive Director and CEO (Auto and Farm Sector) of the Company and mapping of chart / matrix of core skill/ expertise/ competencies of the Board A Recommended to the Board revision in remuneration of Mr. Anand G. Mahindra, Non-Executive Chairman of the Company with effect from 1st April 2025 up to 11th November 2026, being the remainder period for which his remuneration was earlier approved by Members at the 75th & 78th Annual General Meeting, respectively and approval under Regulation 17(6)(ca) of SEBI LODR Regulations for onward recommendation to the Shareholders A / E Frequency: A Annually E Event-Based
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