Page 128 - Tata_Chemicals_yearly-reports-2019-20

Board Procedure of the Company’s subsidiary companies, adoption of
For seamless scheduling of Meetings, the calendar of quarterly/half-yearly/annual results, corporate restructuring,
Meetings of the Board and Committees is circulated and transactions pertaining to purchase/disposal of property,
agreed upon at the beginning of the year. major accounting provisions and write-offs/write-backs,
minutes of the Meetings of the Audit and other Committees
The Company Secretary tracks and monitors the Board of the Board.
and Committee proceedings to ensure that the Terms of
Reference/Charters are adhered to, decisions are properly In addition to the information required under Regulation
recorded in the minutes and actions on the decisions are 17(7) read with Part A of Schedule II of the Listing Regulations,
tracked. The Terms of Reference/Charters are amended and which is required to be placed before the Board, the Directors
updated from time to time in order to keep the functions are also kept informed of major events and approvals
and role of the Board and Committees at par with the obtained, if necessary.
changing statutes. Meeting effectiveness is ensured through
clear agenda, circulation of material in advance and as per All the Board and Committee Meetings conducted are
statutory timelines, detailed presentations at the Meetings paperless with documents securely uploaded on the Board
and tracking of action taken reports at every Meeting. Application and accessed through an iPad. This has resulted
Additionally, based on the agenda, Meetings are attended by in saving paper, reducing the cycle time to make documents
Members of the senior leadership as invitees, which brings in available to the Board/Committee Members and increasing
the requisite accountability and also provides developmental confidentiality.
inputs.
Video conferencing facility is also used to facilitate Directors
The Board plays a critical role in the strategy development travelling/residing abroad or at other locations to participate
of the Company. To enable the Board to discharge its in the Meetings. In compliance with the relaxations granted
responsibilities effectively and take informed decisions, the by the Ministry of Corporate Affairs due to outbreak of
Managing Director & CEO apprises the Board on the overall Covid-19, the Company has also conducted its Board and
performance of the Company every quarter including the Committee Meetings through video conferencing, without
performance of the overseas operating subsidiaries.
physical presence of Directors and attendees, to adhere to
the social distancing norms.
The Board periodically reviews the strategy, annual business
plan, business performance of the Company and its key Board Meetings Held
subsidiaries, technology and innovation, quality, customer The Board met nine (9) times during FY 2019-20.
centricity, capital expenditure budgets and risk management,
safety and environment matters. Amongst other things, The gap between two Meetings did not exceed one hundred
the Board also reviews the compliance reports of the laws and twenty days and the Meetings were conducted in
applicable to the Company, internal financial controls and compliance with all applicable laws. The necessary quorum
financial reporting systems, minutes of the Board Meetings was present for all the Board Meetings.

126 I INTEGRATED ANNuAL REPORT 2019-20